Makarov's Fairy Girls
by Ultimate Lucy Fan
Summary: Several years after the end of the war with Alvarez, Master Makarov is on a quest to have the time of his life. A pervy old man in charge of a guild full of the curviest wizards around could only have one thing on his mind! (Closed universe commission for a good friend. Completely unrelated to all my other stories about Fairy Tail. NaLu fans see my other FT stories for the pairing)
1. Yukino's Initiation

**A/N: This is another commission from a good friend of mine on this site. I wrote this quite a while ago and was planning on a different post, but sadly I did not have the edits ready in time for this morning. All the same though I really think a whole fic like this is better. Same as always when it comes to commissions they are the paid request of someone else. The ideas and scenes I've approved of are below. If you do not want to read it then don't, although even if you don't care for the pairing, I am quite happy with how Yukino came out so I think I'll be more comfortable writing her in future. As always, enjoy!**

 **Magnolia Following the end of the Grand Magic Games:**

"Ahhh! What a _wonderful_ day!..." Walking along one of the many stone roads of the little town of Magnolia, her small blue shoes just barely keeping her upright and not falling over as she made the occasional skip across the path, the celestial wizard was happier than she ever thought she could be! "…I cannot believe this is actually happening…" a small pouch of celestial spirit keys hanging from her belt it all was much more like a dream than reality for her, "…I am finally joining a guild that appreciates me…that _loves_ me for who I am…"

Many times a certain celestial wizard had walked this road in the days before, but today was different…today it was not Lucy Heartfilia who made her way through town, ready to start the best day of her life…no…today the young wizard was Yukino Aguria. "…Saber Tooth seemed like such a cool guild in the beginning but…" The beautiful girl recalling in perfect detail how she had been humiliated in front of the entire guild before being kicked out she shook her head, soft platinum hair flying across her eyes, "…No…after today I am going to officially be a wizard of Fairy Tail…and that is what I want more than anything…"

One foot landing in front of the other, while Yukino was certainly no match for her best friend and adoptive big sister, Lucy, the petite soon to be fairy was definitely getting almost as many stares from the people she passed on the street as the blonde. With each step she took, the smaller girl's humongous boobs would give a happy bounce before settling back down into a series of wobbles in her top. Aside from her celestial magic, Yukino was _also_ just as big a fan of tube tops as her idol was. Even though she was just talking down the street it was like every set of eyes she passed were instantly glued to her rack as they strained against the thin blue material of her top.

Thankfully for the young wizard though she was completely oblivious to the small peepshow she was giving passersby with the bouncing of her round globes, if she had known she probably would have freaked out and tried to cover up. Yukino after all was quite probably _the_ most innocent fairy after Wendy, which really was something considering how much older she was than the bluenette, and not to mention the smokin' hot body she had as well. No, Yukino was still pure in every way, that accident with Rogue aside she was untouched. Her looks, her virginities, her firsts, even her lips were unscathed by man or woman…she was at the height or ripeness and ready to be picked.

"It was really nice for Master Makarov to invite me to his private home to give me my guild stamp himself…" The beautiful maiden brushing some platinum hair out of her eyes, she gazed up at the large house coming into view before her, "…As popular as Lucy is even she said the Master didn't give her her stamp; Mirajane did that…" Those huge melons of hers jiggling against the top band of her tube top as she came to a halt at the front door, Yukino smiled even brighter than she ever had before.

"…But for me…for me the Master is going to do it…" A small amount of tears welling in her eyes as she grabbed the knocker of the front door, she wiped the water away as joy overtook her, "…Master Makarov has been so nice as to bring me into his guild…the guild of my friends himself…" Her resolve to not let the old man down since he was treating her so well strengthened beyond belief, she knocked on the wooden door, "…I will do my _best_ to not let Master down…" She said to herself as she heard a series of footsteps approaching the door, the petite girl standing at attention, ready to impress the man she would look up to for the rest of their days. She would do whatever it took…that she was certain.

But as Yukino stood ready to greet her new Master, her eyes forward, back straight, and chest puffed out at attention just as she was taught in the army, she was completely unaware to the small peephole that was perfectly level with her breasts…and of course neither did she know about the small man looking through it… "Oooohhh…hohoho…just when I was starting to think this peephole was a waste of time installing…" Makarov groaned quietly as he looked through the viewing glass, his eye bearing a straight line straight into Yukino's abundant young cleavage.

If there was ever a sign that today was going to be a good day for the old pervert it was this! That eye ogling her soft globes as they strained against her thin tube top just about popping through the glass hole in the door, Makarov had to pull back when he felt his cock beginning to press against the wooden door. "…But I can't stare too much just yet…" He said to himself as he heard the girl knock on the door. If the old man was to get the initiation ceremony out of the celestial wizard that he wanted he had to control himself…at least until she was safely in his room where he could better… _persuade_ her to do what he wanted.

Giving the bobbed haired girl's lovely jugs one last glace through the peephole, Makarov stepped back, a deep breath entering his lungs as he grabbed the door handle, "Stay cool old man…" he calmed himself one last time, the living wet dream standing outside his door one he knew he could not get a chance at again if he screwed this up, "…Pull this one off and the best knockers to enter Fairy Tail since Lucy are all yours…" Exhaling one last time, Makarov smirked as he opened the door. It was go time!

 _Creeeeek!_ The heavy wooden door to Makarov's house slowly opening up, Yukino was prepared to have to look down to see the visage of the old master down by her waist, but instead, standing before her, clad in his fluffy white master's robes was Makarov, the old man now about even in height with her cleavage, which really was something no man would ever be upset about when it came to the view. His dark little eyes widening as his entire field of vision was suddenly taken up by the ripe amble bosom of Yukino Aguria, the girl's ample pair of natural thirty two F cup boobies jiggling in her oh so tiny tube top just as all men desired. A large smile spreading across his old, battle worn face, while the old pervert had _quite_ a few ideas for just what he would do with such a bouncy pair when he got his hands on them, nothing could have prepared him for just how he would be introduced to those girls.

"Oh, Master! It is so wonderful to finally see you again!..." Yukino's heavenly delicate voice caressing the guild master's ears like the velvety tips of Erza's fingers right before she annihilated _another_ piece of strawberry cheesecake, before Makarov could even move a muscle a pair of thin, but somehow still quite strong arms were wrapping around the back of his head, each of them trapping him while he and he alone was pulled into the very bouncy bosom he had only just started fantasizing about. "...I really have missed you these last few weeks!..." Continuing on as if she were giving one of the most ordinary of hugs, the cute little celestial mage did not seem to realize that she more suffocating the old man in her huge melons than showing her affection for her leader.

The scenery that once existed around the young Aguria girl's body gone, Makarov could barely wrinkle his mustache as his face was slowly squished between Yukino's beautiful breasts. It was heaven, never mind the fact that the sensation of such a well-endowed maiden's jugs pressing and wrapping around his head was already making the old man rock hard. "...It was so much fun going on a job with Lucy-san!..." Closing her cute little eyes as joy over just how successful her work with her idol was, the silver haired wizard only managed to somehow squish her master between her soft melons even more! "...I can't thank you enough for accepting my request to finally join Fairy Tail...and of course letting Lucy be the one to go on my test job with me!..."

The eighteen year old girl's exuberant cheers and giggles wafting over the old man's head, despite the lose of any and all oxygen to his body when Yukino pulled him into her overflowing cleavage, he really did not mind that much...he was a guy after all. Feeling the oh so soft bouncy flesh of Yukino Aguria's boobies squishing against his hard cheeks, there were few places the ancient master would rather have been. Despite not being in the older group of magic's top female wizards, the short haired babe matching up in the age group of Lucy Heartfilia and Juvia Loxar instead of Erza Scarlet and Mirajane Strauss, she really had one HELL of a rack on her. _'...Mhmmm...now_ _this_ _is what I call a hug...'_ Grinning through his messed up mustache at the round boob flesh that was surrounding his face, the old master knew quality when it was mashed all around his balding cranium.

Lucy Heartfilia with her over sized pair of natural thirty two G cup boobies had been at the center of every male member of Fairy Tail's perverted thoughts from the moment Natsu dragged her in the front door. With a deep valley of soft, pale cleavage jiggling around in most, if not all of her outfits, she always seemed to show off enough skin to keep everyone drooling over her while still not dressing slutty or putting effort into seducing anyone. Makarov, ever the doting leader, had studied the blonde, and her notably heavy pair from what Natsu had let slip after the grand magic games, quite often and even though he never got the chance to 'initiate' her his own way, the man had seen enough from her elegant outfits and bikinis to know that when it came to breasts hers were the perfect pair, and that was not counting the fact that she seemed to still be growing even now...

Oh yeah, they were perfect alright, but as the round globes of Yukino Aguria wobbled and squished around his head, the old man, despite his eyes being shrouded in the darkness of a busty gal's cleavage, could see… _'...Heheheh...so_ _this_ _is why Lucy and Yukino get along so well...it's not just their magic...it's...'_ Taking in a deep breath as the girl kept his face centered in her cleavage, the thin fabric of her tube top doing little to hide the pillowy texture of her huge water balloons as Makarov experienced first hand how else the celestial wizards were alike.

Just from pressing his face against them alone, he could tell, the old master of Fairy Tail knew that even though each of the girls had different shaped breasts based on how they sat in their tops whenever they were showing a bit of cleavage, there was no closer pair to Lucy Heartfilia's top voted bouncers than Yukino's soft globes! _'...It's these wonderful tits...'_ The girl's natural endowments surrounding him all he could feel were boobs now, soft bouncy boobs.

Based on his observations there wasn't much difference when it came to size between the two maidens although it was still quite a noticeable one; Lucy on one hand likely had tear drop shaped melons while just from what he was feeling now he knew for CERTAIN that Yukino's, even with their size were round and perky orbs, the soft masses of flesh filling and sticking out against whatever she wore while the blonde's simply over flowed from whatever she wore due to their weight and volume. The Aguria girl's weren't the one everyone was always drooling over, but they were as close to them as anyone could get. _'...Heh...so I guess they really are sisters...'_ That grin of his never failing, Makarov took a deep breath, claiming what little air existed between the bobbed haired girl's boobs before smiling. The little sister's boobies were amazing...and after this hug...he knew...he _had_ to see them.

Shaking the hug first left, then right, as much as well as Yukino had done avoiding embarrassing moments on her job, her luckily evading the plants that caught Lucy's tube top and yanked it up just as Natsu arrived to join the two girls in the jungle, the petite celestial wasn't back in Magnolia for an hour before she was snuggling Master's face between her jugs just as the fire dragon slayer was with her idol when he pulled the blonde loose from the vines. "...It really means so much to me! And now...now that it was completed, I can get my guild stamp, right?...Master?..." The girl's bright brown eyes slowly reopening, Yukino turned her head down, her platinum colored hair waving slightly as she saw just _where_ she had been compacting the old man.

Each of those brilliant orbs suddenly popping open in surprise, a bright cloud of pink shot across the girl's pale cheeks as she quickly unwrapped her arms from around the old man's head. The hug coming to an abrupt, but very unwelcome end, the endless supply of air that Makarov had been kept from for so long now came rushing back into his lungs in one hard breath, although if he was to be honest air was more than a fair trade for having his face in such a busty girl as Yukino's melons for as long as his was. The girl stepping back a step, her feet having moved several forward when the door was opened to her, the wooden plank of wood already almost shut behind her when her round ass bumped into it, she paid it no mind, her attention too focused on apologizing for making any man's dream come true.

"I am SO sorry, Master Makarov!...I honestly did not mean to do anything like that to you!..." The girl's short bluish silver hair that wrapped against her head swaying slightly forward as she leaned in to beg for forgiveness, she earnestly clapped her hands together in front of her, her huge breasts bouncing up in her little green tube top as she did. "...I wished only to express my joy at being able to join Lucy and the others in this wonderful guild of yours!..." But as her big brown eyes yearned for acceptance of her apologies, they were not the particular orbs that the old man had on _his_ mind right now…

Dark eyes darting upward for a moment to see the apologetic look in the girl's eyes, Makarov let his gaze slowly drift back down to those wonderfully round globes he had only just had his face smothered between for nearly a minute. They truly were a huge pair, certainly more than worthy of being compared to Fairy Tail's blonde celestial in every way, but… "Hmmm...I see...I was going to just initiate you here, but now I have realized something..." The old Master letting his lust filled eyes widen outward to take in the girl's ample assets in full he looked over her entire outfit now that he had the chance.

Yukino Aguria was dressed just as she had on the day she had to look for Frosche with her former Sabertooth guild mates. Her usual white cloak gone, the rest of her outfit was very similar to the one she used when she was on a mission. His eyes grazing her hairline, Makarov was pleased to see that the little blue rose which had always seemed to adorn the platinum haired girl's beautiful short hair was right where it was supposed to be, the rose giving her a certain element of romantic allure to go along with her face's natural cuteness. Speaking of cute faces… _'If only I knew THAT face existed before...I would have made her a member long ago!...'_ The perverted master thought to himself as he gazed upon the celestial's almost pixie like features. Her face was so small and round, her nose, her cheeks, her lips all of them were so button cute he couldn't believe it, but her eyes...her eyes were each a deep brown, their large spheres like a set of opals shimmering in the sun when she looked down at him.

The allure of her body bringing him lower, Makarov was soon tracing signs down the buxom girl's neck, the not too long section of flesh leading him to a seductively bare pair of shoulders, the sight of which meant only one thing if the girl wasn't topless...tube top! _'...Yeah...she's Lucy's little sister alright...'_ Mentally chuckling as a small pink blush appeared on his cheeks, Makarov smirked at the huge pair of globes protruding from the front of the petite mage's tube top, the green and turquoise fabric tenting out at the top where her pair of natural thirty two F cup melons were struggling to stay inside. His dark eyes slipping and sliding down those perky mountains, the old master could just faintly begin to make out two small bumps appearing on the centers of each breast. _'...And by the looks of things HER tits are just as sensitive...thanks for the comparisons...Natsu...'_

Not that he had ever asked, but the boy certainly had done his bit in getting the blonde fairy's boobies bouncing around over the years and because of that he could tell just from looking that Yukino's would wobble and jiggle about just like Lucy's...if only he could get them free...good thing Yukino was here to be initiated! _'...If one thing_ _has_ _to happen today it's I've gotta get my hands on those enormous puppies...'_ Unconsciously swallowing as he accidentally grunted, Makarov unintentionally made the girl jump, her boobs bouncing up before rolling back around themselves in a small series of jiggles, her soft white flesh swaying up and down within her tube top. _'...Yeah...I need to get her topless before I burst...'_ The ancient mage beginning to sweat at that unexpected show, he let his eyes sink lower on their tour of Yukino's clothed body.

It was strange how celestial mages always seemed to wear the same kinds of clothes...looking the platinum haired girl over she wore the same kind of clothes casually as she did in battle, while at the same time always mimicking her bigger sister to the letter. The green-turquoise tube top coming to an end just below her thin belly button, Makarov was pleased to see she too enjoyed wearing short skirts. The thin dark green material matched the shades of her tube top perfectly, the whole outfit seeming to be one piece while at the same time obviously two. His eyes growing wider, the old man was also sure that as much as she was a 'good girl' like her friends, Yukino's tight...tight little skirt did absolutely nothing to downplay her body's attractiveness.

Bringing his right hand up to scratch his chin, Makarov grunted once more, the sudden noise making Yukino eep as her boobies bounced up in her top just like last time. "Hmmm...yes I have definitely realized something..." doing his best to keep from showing the wide grin he wanted to let loose after twice now sending the girl bouncing around, the old man took first one step then the other, slowly making his way around her. Her big brown orbs following him the whole way, Yukino could barely see him as her new master walked around behind her, not that it mattered what her view was right now, it was HIS view that was the good one.

At long last free from her field of view, the old man finally let that wide grin of his loose as his eyes fell upon just what he was expecting. "...Yes...I am sure of it..." he said, that hand on his chin never leaving, only scratching more and more at his own skin like he wanted to at hers. Those eyes of his rubbing up and down the perfectly round ass before him, Yukino's wasn't as fatty as Lucy's was, the smaller girl's body type being more skinny and not having as much of that feminine fat packed onto her curves as her sister. _'...I'm sure that ass is tight as hell!...'_ Not that he minded at all, he was a lover of the female form no matter its shape...but it certainly didn't hurt that Yukino happened to have the perfect booty to match her boobs. If those huge things were bouncy and perky then this happy little round of fat and flesh was tight and perky/

Letting his eyes linger on the swell of her ass just a little longer, the old master knew what he had to do. Those bright brown eyes of hers catching up to him on the other side of her body, he made sure to put on a little show of looking her over some more before making it back to face her, the fact that he was now just a foot in front of the girl's huge melons not at all a disappointment. By now though with all his random comments and grunting the master had done more than stoke his own fires of need; he had stoked hers of curiosity.

Although she was relieved that he seemed to be done startling her, Yukino was just about to pop with anticipation to find out just what the old man had figured out! "Please, Master..." the key wielding mage put her hands together in front of her to plead with him once more, "...Please tell me what it is you are sure of..." While the girl had absolutely no idea whatsoever what had been going on in the man's mind up to this point, she was sure that whatever it was she could resolve it. "...I want to join Fairy Tail with all my heart...to be with friends who value me as much as I do them...and for that..." Her eyes slamming shut as the passion of her love for her friends overcame her, Yukino suddenly reopened them again, her hands squeezing the life out of one another while they squished her large boobs up in her tube top, "...I am willing to do anything that you need me to do to become a Fairy Girl like them!"

Seeing it all pouring out of her, Makarov nodded, the old man sure now more than ever that it was time to start the first step of her initiation into the guild. "That is very good, Yukino..." the old master grinned, his lips forming into a welcoming smile alongside the lecherous one hiding beneath the surface, "...I am so glad that you want to join my guild and I think you will do really well here..." His words coming out as if they were hitting her ears one in each second, the soon to be fairy was about to burst in joy when he said one more, "...but..." That one syllable stopping the explosion that was her happiness from going off in every direction in a sea of emotion, the girl looked down as suddenly a small old hand was pointing at the bathroom. "...But before you can be initiated you need to change your clothes..."

Brown orbs expanding in surprise, Yukino shifted her gaze from him to her top, which really was not a far change considering how much her big boobs forced it out before doing her best to look to the side of them at her skirt. "I need to change my clothes?..." a few strands of bluish white hair falling past her eyes as she moved, Yukino brushed them back into her hair as she spoke, "...Master, what is wrong with my current outfit?...is it?..." That smile on his face growing just a little wider as suddenly the buxom babe blushed, her hands taking hold of her tube top she pulled it up slightly, the action revealing a little more of her cute belly as she tried to conceal some of her deep cleavage. "...I am sorry, Master...I didn't realize I was...it's just that they're so big...sometimes I forget my clothes..."

Stopping her right where she was with one outstretched hand, as much as Makarov enjoyed hearing a busty girl admit that 'yeah her boobs are huge' if he didn't get her into her new outfit and then out of it as soon as possible he might just end up calling Kinana back in for another lesson on dress code violations again! "Ehem! That is quite alright, Yukino..." closing his eyes despite his wide blush, the white haired man did his best to seem composed and not...totally dying right now trying to resist jumping her so that he keep things moving forward.

"...I will forgive your body's natural urge to expose itself..." His words causing her mouth to drop open, the girl quickly crossed her arms over her amble boob flesh, her awareness of just how big her breasts were more evident now than the day Rouge accidentally groped her in the market. His own expression tightening at her actions, he rushed ahead, "...But that being said you need to hurry up and put the...initiation robes on so that we can continue..." Directing that one outstretched hand in the direction of the bathroom, he pointed at the door with his pointer finger. "...All you need to do is go in there and put on the clothes you see...all of them..." The man made a effort to convey that last part, after all for this to be everything he dreamed of it being he needed Yukino to be wearing the matching...err… proper bra and panties as well under her...'robes'.

The girl looking straight ahead at the door, she hesitated for a moment, her old timidness getting the better of her for a moment. "...I understand...Master...but still...I...MASTER!?..." Suddenly feeling her body moving forward on its own, Yukino spun her head around to look behind her even while her legs were quickly walking towards the door, her hands at her sides, she was shocked to see just what she was feeling! A pair of small hands cupping her backside as she was pushed along, the scarlet red blush on the girl's cheeks screamed that if she wasn't sure he was in a hurry to get the initiation on the way he was groping her! "...Master what are you doing back there?..." Her voice just as alarmed as before, Yukino tried to quiet it as he moved her along.

Despite it not being in his original plans to cop a feel this early on if she was going to give him the perfect opening Makarov bet he might as well take it! His hands sinking deep into the tight flesh of her ass, the old man looked up to give the girl the sincerest smile he could...while he kept his hands planted firmly on her two round butt cheeks, the movements of his palms as they rubbed around and around her soft flesh hidden beneath the movement of her thighs as she walked. "Nothing...nothing don't worry about it, Yukino..." he kept on smiling, his teeth in a wide cheesy grin, the old master certainly wasn't wasting any second she gave him to feel up her behind. The force of his pushing...groping...moving her forward one quick step at a time, it was not long before Yukino was in the bathroom. "...Now, just put on _everything_ you see in there and I'll be waiting in my room..."

The old master slamming the door shut after her, he left the girl to put on her special initiation 'robes' in peace. Locking the door behind her though, Yukino, as much as she appreciated the privacy, could only breath a sigh of distress as she picked up the small dark blue V neck bra that was hanging before her. "He wants me to put on _everything_ I see..." Holding up the bra in front of her in both hands, the girl blushed, there was barely enough material in the two cups to count as a bra of any sort, "...I guess I understand why I have to put this on of all things..." She sighed laying it down on top of the sink as she let undid the buttons on the side of her green skirt, letting the thin material slide down her lightly tanned legs all the way to the floor, "...It was rather lewd how much skin my tube top was showing...but still..."

Closing her eyes as she reached down with both hands, Yukino bit her bottom lip as she pulled her tube top up, up, and over her head, the long expanse of fabric slipping up her body, it pulled her large breasts higher and higher until suddenly… _BOING! BOING!_ Each of her two F cup boobs bouncing out into the open in a series of jiggles, Yukino watched them bounce around until they settled back into their normal shape, her powder pink nipple pointing slightly upward in the air. "...This bra..." picking the tiny scrap of underwear back up, she let out another deep sigh, "...I can't help feeling I'll pop out of it before it makes me look more ceremonial..." The girl slowly putting one strap over each shoulder, she had to suck in air as she closed the clasp at the back, her huge boobs almost forcing themselves out of the cups they were barely fitting in as she sealed it shut.

It was a good thing her girls were real, because if they weren't the way her natural marshmallows were being squished up to her face would make them burst like a pair of balloons! "Yeah...yeah..." an embarrassed streak of red rushing across her cheeks, Yukino gritted her teeth as she now picked up the underwear, which consisted of an equally dark blue pair of lacy panties. "...Ceremonial...right..." The girl struggling to keep the bra from exploding off of her ample chest as she bent over to pull down her panties, there was really only one thing to cross into her mind as her bare pussy was exposed to the empty bathroom, "...Next time I see Lucy I'll have to tell her she can wear her naughty underwear collection to the next ceremony..." She sighed once more, her small hands taking the strings that made up the sides of her panties in their grasp, Yukino bent over once more...but not for the last time today to put it on.

 **Several Minutes Later:**

His thumbs twiddling around as he sat there on his bed...waiting for one of the most beautiful girls in all of Fiore to offer herself up to him, Makarov was smiling, but even as his heart leapt at the sound of the babe's footsteps slowly approaching his bedroom, never in his wildest dreams would he have been ready for what appeared in the doorway. "Sweet scent of saucy servers..." The old master drawled to himself as he did his best to keep his mouth from slamming down onto the hard wood floor of his house, the fact that it landed on a different slab of wood instead not helping much. For standing there, despite how awkward it felt to hold herself up against the door frame with one hand as the other fell to her wide hips, was Yukino, the girl dressed in the best kind of ceremonial robes around...a school girl outfit.

His eyes running, no, hauling ass all over her buxom, curvy frame, it was using all of Makarov's strength not to rush over and grab the girl right here and now! _'...In all of Earth Land I never thought I'd get to see a sight like this...'_ The old man's tongue falling out of his open maw like a dog, he took in the view that only he would ever be so privileged to see in full. He had his choice after all when it came to just what he would wish Yukino to wear when he took her and he was not at all disappointed with his choice! The girl still thankfully had her blue rose snuggled deeply into her hair, where he knew his nose would be before long, but apart from that she had changed completely!

A deep blush of red tainting the girl's paler tanned cheeks as she did her best to make her outfit at least _seem_ a little more ceremonial than she could tell it was, Yukino put on her best smile for her new master. "We...well...here I am, Master Makarov..." Swallowing a small lump in her throat, it was obvious just how nervous the cute little mage was about all of this, after all both of them knew that, that tiny V neck bra she was wearing was gripping her huge jugs just like every man she walked past wished he could! "...I am ready...ready to do whatever it takes to become a fairy like my friends..." Taking a few steps towards the aging wizard, she brushed a few strands of platinum silk past her big brown eyes, her nervous blush only making her that much cuter in the eyes of her leader.

' _Makarov, you old genius...'_ Grinning to himself wider than ever, the guild master smirked as he gazed upon where once was a too tight green tube top struggling to hold her huge boobies in place, there was now a pure white school girl shirt. The material was even thinner though, which made all the more sense as to why he made the girl wear such a tight v neck bra. With each and every step she took, Yukino's big breasts bounced up and down in the small cups of her bra, the material ensuring that the simple manner of walking forced her boobs to bounce and jiggle around in the best show on Earth Land. _'...Yeah...and Mirajane says bras this small are a bad idea for our bar maidens...'_

Watching Yukino's supple teenage melons bounce around inside her loose white shirt, the small red ascot hanging down between her boobs only managed to make the scene ten times hotter! Because whenever one globe bounced up, the other would pull down, the motion catching the ascot between them just like his head had been earlier, the show looking more like her boobs were jerking off the red fabric than wearing it!

Eyes moving up and down with Yukino's overactive body, already Makarov was jealous of the bra! _'...I bet she's never worn a bra that manhandled her like this one is...'_ Grinning as he could easily see the outline of the tiny V neck bra through her shirt, the old man was dying to pull the white fabric up before ripping the bra off of her! But for now he had to satisfy himself with looking over the rest of her outfit. Really the small dark green sailor decoration that was tied around the front of her shirt was just cute, nothing more, nothing less, but as cute as it was, it still didn't make the buxom fairy's bouncy show look any less wonderfully obscene than it was.

Speaking of which, the effort it took to bring his eyes off of her huge bouncing globes and down to her equally dark green skirt just about killed the man. Letting out a low grunt of frustration at the effort, Makarov was quickly grinning once more. _'...Well at least she can't say_ _this_ _skirt is the same as the one she arrived in…'_ His gaze locking onto the plated skirt as it swished around her lightly tanned thighs, the old master smirked, _'...This one is_ _MUCH_ _shorter...'_ And he was right; where as the girl's original skirt reached mid thigh this one went all the way down to the bottom of them! Each of the thin dark green plates swirling around her, he bet that if the wind caught her skirt the right way, the bouncing its many plates did would expose the tiniest pair of panties that he could get a hold of! It had to be one hell of a close call each time she landed a step though because the amount of leg she was showing was enough to get probably get even Erza kicked out of a mission!

' _...And of course...the reason why it is so short...'_ Licking his dry old lips as Yukino's last pieces of clothing came into view, Makarov smirked, because only little bit further down her legs, hugging her knees were some of the thinnest black socks around. _'...Yup...as tight Jenny's bikini was in her last cover shoot...'_ He grinned at the sight of them. Despite their length, Yukino's black socks were clinging to her long legs like a second skin, outlining them perfectly in covering them while making her body that much more alluring. The man's eyes running down her legs like the slides he wanted his tongue to ride so badly, he at long last let them land on her adorable little school shoes before bouncing right back up at the sound of her rather timid voice.

The petite mage clearing her throat, it was taking all she had not to cover her face with both hands! _'This outfit is SO embarrassing...but it's what Master wants...so I'll stay strong...'_ Keeping herself composed only with the images of her friends in her mind to keep her still, Yukino took a deep breath, her chest bouncing up against before rolling back down in her shirt s she tried to breath more than the bra wanted to allow. "So...so do you like it, Master?...I put it on just as you asked..."

That grin of his never once fading, Makarov took a step closer to her, his eyes glued to the girl's huge knockers as they were pushed up in her shirt now that he was only a mere t away from her again. "Hmmm...I do, Yukino...but now I need to know before we continue..." licking his lips one more time as he paused, Yukino recovered a little from her nervousness to hear his question, the blush on her face fading...if only for a moment. "...Tell me what your exact bra size is..."

Those words hitting her like a freight train, Yukino slammed her eyes shut as the blush attempted to take over her entire face in its return! "Master! How could you ask...I...well...I..." Her cheeks absolutely burning the same color red as Erza's hair, the girl looked down at her chest, those two orbs of flesh wobbling every time she moved from how they were basically balancing against her chest and the bra like a pair of marshmallows between chop sticks. Taking a deep breath before swallowing, the girl gritted her teeth as she answered her Master's question. "...My bra...my bra size is a thirty two F cup..." suddenly letting all the air she had sucked in before saying it, one could bet Makarov sucked that air in just like the rest of what was in the room at her answer!

"Thirty two F cup!?..." The old master's eyes just about bulging out of his head when he heard her say it, he could barely believe it! She was THAT big! Yukino, the adorable little wizard that wanted to join his guild had a pair of melons almost the size of Lucy? Now he HAD to get those things out of her clothes and into his hands as soon as possible! His very being as a master of his guild and his sanity as a man was at stake!

But as Makarov's reaction to finding out that yes Yukino Aguria was indeed as stacked as she seemed to be bouncing around his house for that last half hour came out into the open all he seemed to manage to do was cause the girl to freak out even more than she already was! "Kiyaaah! Please don't shout my size, Master some one might hear!..." Tucking her arms up against her chest in embarrassment, Yukino was just about to squeal some more at just how humiliated she would be if EVERYONE in Magnolia knew she was bouncing a pair of Fs around in nothing, but a tube top every day when suddenly she felt someone press themselves against her chest. "Master!? What...what are you doing?..." She whined a little at the feeling, but despite her reaction, the old man knew just could not wait any longer now…

Deciding to take advantage of her flustered reaction, Makarov quickly slid one rude hand around her backside, sneaking just under the fabric of her skirt, his left palm easily cupping the smooth flesh of her right butt cheek in its grasp through only her thin panties! "Calm down, Yukino...calm down..." He kept on grinning as he pressed himself even harder against the girl, the old master's hard on starting to grow hard and thick against her pale thigh the more she struggled against him. "...Now that you're ready to join Fairy Tail we need to begin...you do want to join still...don't you?..." Smirking wider than ever as he pressed himself against the girl's nubile body, he could almost hear the _boing!_ of her right breast as she slowly squished the side of his face into the mass of pillowy perky boob flesh. As much fun as it was rubbing her ass like he was, Makarov had never felt anything as wonderful as snuggling his face into the buxom girl's huge F cups!

Pausing between squealing some more for him to let go of her ass and asking why he was hugging her so tightly, Yukino was hit with his question, one that seemed so serious even now. "Ye...yes of course I still want to join Fairy Tail, Master!..." Composing herself to look back at her butt, the platinum haired girl bit her lower lip as she saw the hand still rubbing circles around her booty just like she was feeling, "...but still...Master why are you...and what...what is touching my leg?..." Her brown orbs falling down to try and look past her enormous melons, the girl just could not see what it was she was feeling pressing into her thigh. Makarov's face may have been forcing one boob up even higher in her shirt, but the other was just as full as usual and blocking her view South, still though there was that to address too.

"And Master...I know you're trying to help...but...but your face...it..." Swallowing again, she hated having to admit anything about her boobs, they were just so big, and bouncy. Sure, she loved having them and getting outfits that adorned them well as they were truly a big part of what rounded out her body, but still… "...Master...I know they're big, but can you please be careful..." Seeing his head turn up so that he was facing her completely, the celestial wizard just blushed even more, the sensation of him moving his hard head against her soft breast, his chin hitting her nipple even through the shirt and bra, it made her want to...to… "...Please...your face...it's pressing against my—UHH!"

 _SMOOCH!_

Her big brown eyes exploding out to the size of dinner plates as suddenly the old master's left hand left her butt in peace before hooking behind her head, it all happening so fast, she didn't even have a second to react as he pulled her into a deep kiss, the deepest kiss of her life, and more importantly than that, as his old peachy lips crashed against her supple pink pair, she experienced the very first kiss she had ever gotten, her lips' virginity gone before she could even think of it as existing. _'OH MY GOSH! MASTER...HE...HE'S KISSING ME!'_ The moment she realized what was going on, Yukino tried to push him away, her hands hitting the front of his chest though, she barely began to exercise her military training when a new sensation stopped her in her tracks.

 _BOING!_

The new feeling...she knew where he was touching... _what_ he was...the old man was grabbing without her permission, but...but it felt...so good… Her brown eyes still the size of saucers as she looked down, she saw just what she had felt, while Makarov's left hand held her to the kiss, his right went to where he had been dying to hold all day. The small thick fingers of his hand wrapping around as much of her huge F cup booby as they could, Yukino's guild master squeezed her poor breast as hard as he could through her school girl shirt and bra, neither cushioning her from his fingers touch on her soft flesh. "Mhmmmmm..." Those big brown orbs slowly closing at the new sensation, Makarov smirked into the kiss, her secret now one he could use against her for both of their pleasure…

His fingers pushing and pulling against her soft boob through her shirt, Makarov deepened the kiss, the fact that the more he plied her tender globes the more she gave into his advances only making him go faster than he had planned! The old man's tongue plunging into her mouth as she opened her lips to release another gasp for her abused breast, even the experienced and well traveled Master had to take in her taste with nothing, but joy. _'...Blueberries?...'_ His eyes opening in surprise, he smiled, watching the girl's closed eyelids waver and twitch as he finally found her tongue with his, the strength of his muscle easily overpowering her virgin pink girl, it was easy for him to rub it all over and around hers, lapping at her, licking her, drawing her own poor tongue over to his mouth where he caught it between his lips and sucking on it before attacking her once again!

The ancient mage's grip on her supple F cup never once slacking, Makarov at long last let the kiss end, his lips pulling back from the girl's, he could feel his cock as hard as a rock as a small trail of saliva still linked them together as they drew apart, the look of blissful relief on Yukino's face as she slowly opened her now small brown eyes something straight out of Sorcerer Magazine's once a year hentai edition! "Heheh...are you enjoying your initiation yet, Yukino?..." He grinned, the responding nod of 'yes' coming from the buxom babe, her short blueish white hair beginning to stick to her face from sweat only turning him on even more. "...Well then let's begin the next stage, shall we?..."

The smile on his staying with his eyes, on that adorable look on her face, he gently led the girl back a few steps to his bed, where he sat on the edge, his left hand leading the big boobed fairy to get down on her knees in front of him. "...Now...for you to be a strong mage you need to know how to work magic up...and to do that..." Reluctantly letting go of her boob so that he could grab a hold of his pants, Makarov let out a small grunt of frustration, the belt of his pants popping open with a _click_. "...I want you to make my magic come out of here..." Dropping both his pants and boxers to the floor in front of her, the Master of Fairy Tail let his huge cock flop out in front of the buxom girl.

"EEE!...M—Master you want me to...you want me to touch your?..." Her voice quieting as he nodded slowly at her, still smiling just as much, Yukino paused, left left hand scratching at her lip anxiously as she looked over her massive manhood. _'...In the name of...he is enormous!...'_ The girl exclaimed in her head, it may have been her first time seeing a man's cock, but that certainly did nothing to help her deal with just how big the master was! Running her big brown eyes up and down his member, he had to be at least 10 inches long! "...Master...I...I'm not sure if...I...Uhhh!" Her face scrunching up as that familiar sensation came back, her cheeks burned an even brighter red than before as she realized that she was starting to get more than a little wet from him touching her boob…

Looking down at her left breast, it hit her again, his wide hand pushing into her boob, the palm of it forcing her melon up as his fingers tickled against the ballooning flesh of her bosom, he was groping her most sensitive part again...and that likely meant he knew just how sensitive it was! "Oh...Okay...I...I'll do it..." Struggling to keep from moaning as he continued to ply her boob out of her bra, his fingers digging into the cup so that he was wedging her left breast completely free, she grabbed his cock in both hands!

"Ooooohhhh…" Leaning back as a deep, guttural moan erupted from his manly lungs, Makarov let his mouth hang open as Yukino Aguria, Lucy's little sister, and one of the sexiest mage's in all of Fiore rubbed her small hands up and down his aching cock. "...Yes...yes…" Moaning even more as she worked his long cock, the old man grinned as he saw a few beads of precum begin to trickle down from his purple head, the clear, gooey substance slipping under her hands and lubing his member up so that her palms more easily massaged him.

Moving her silky smooth hands all over her master's cock, Yukino was barely staying composed herself, admittedly as reluctant as she was at the start of this she was getting more and more turned on by the second! Glancing down at her chest the damage he did earlier was still there, his hand having squished the big balloon of her booby around like a kid playing with an over sized bubble, her globe at this point was doing its best to stay just on the top of her bra never mind in it! Her cheeks burning with red, the celestial wizard let nature take over, the normally disgusting feeling of the liquid slipping under her hands arousing her from his massaging of her boob, Yukino dragged her soft hands up his hard flesh before running them back down the other side.

Even early on she could tell that the underside was more sensitive than the top, like her boobs to her butt, so that's where she concentrated her efforts, the backs of her nails dragging ever so closely to scraping the thick veins below his head, the buxom babe grasped the head in the palm of her other hand, gripping it just like she would a soda bottle before twisting her palm around it, trying to make it pop, after all if she was supposed to get magic out this was how, right? "Oohhhh…oooooohhh keep going, Yukino..." The old master leaning back all the way on his bed, he could barely see her, just the top of her platinum hair and that beautiful blue flower as she twisted and jerked his hard manhood to completion, the spongy bouncy feeling of her boob flowing through his hands from before only making his cock ache with lust, the tip producing more and more precum the harder she rubbed him.

"Uhhhh…Uuuuuhh...Ahhhhh...Yukino!..." It was so hot Makarov felt like he was going to explode! As inexperienced as the girl's touches were, he could tell she had some idea of what he liked. Her small hand twisting around his purple mushroom cap like a can opener, the old man just about slammed his head back into the bed when her other palm started rubbing circles around the tip, trying so hard to get the magic to burst out already! "...Yukino...ugh...use...use your mouth now...make it all come OUUUT!..."

She was so turned on from what she was doing, feeling this thick piece of man meat in her hands, her pussy dripping juices through the thin fabric of her lacy blue panties faster than she would ever have believed, she did just as he asked without even thinking! The nubile girl leaning down, Yukino closed her eyes as she pumped her lithe hands down across the skin of his shaft, pulling and tugging at the skin upward, up and up again as she planted a deep, sloppy kiss right on the tip of his thick manhood! Her whole body leaning forward into the kiss, her bra started to strain, her bouncy breasts almost jumping free as she deepened the kiss. His very being beginning to shake and turn, Makarov pulled his head up far enough to watch as Yukino made out with his cock just as he had her lips only minutes ago! Her lips wrapped firmly around the tip, he couldn't see any of it anymore! Just feel the rough movements of her tongue as she dragged the silky pink muscle around and around him, working his manhood into wanting to kiss her back!

"Yukino...I...I...FUCK!AGHHHHHHHH!" Not able to hold it in anymore, the feeling his hand on her boobs, those round globes wobbling almost freely now, her hands tugging at his thinly stretched skin, and worst of all that deep twisting kiss as she moved her head around the tip of his mushroom cap, it was more than any man could ever take! The buxom mage sucking in a breath of air around his cock to relieve herself, she unknowingly did more than he could take! His cock exploding in her mouth, Yukino took the first couple spurts as best as she could, trying in vain to swallow it all before she had to let go, her Master's hot white cum shooting out all over her cute little face, the long strings of white magic getting caught in her hair, hanging over her cheeks, her mouth, and even a few wrapping into her delicate blue rose. The old man sitting back up to see what he had done, there was no question about it, he had to do that to her breasts as well and to do that...he had to strip her naked…

Long creamy white streams of cum hanging from the girl's beautiful silver hair, her big brown eyes stared up at him questioningly, wondering what was next, "...Master...ugh...Master am I initiated yet?..." Yukino asked, her breathing still heaving from that last minute blowjob she had to give him, the buxom little fairy was just about to learn that she was _far_ from done pleasuring her Master because Makarov was still yet to enjoy the full bounty that made her such a … _special_ candidate to become a member of Fiore's strongest and craziest guild.

Watching with a wide smirk as a heavy drop of cum fell from her short hair, that lucky droplet falling straight down between the celestial wizard's heavenly breasts there really wasn't much else the pair could do with her as she was...so… "Ah...you are doing pretty well so far, Yukino, but..." the old Master grinning with perverted delight as he eagerly reached down, his wrinkled hands quickly taking hold of either side of her school girl shirt with glee, "...To _fully_ initiate you into the guild you need to show a _lot_ more skin!..." Those last words leaving his dry lips as if he had wanted to say them since he first saw her, and he had, that was the moment Makarov, his grip never ceasing, suddenly pulled Yukino's shirt wide open!

"Kiyaaah!" Yukino's first instinct was to try and cover up her incredibly well-endowed chest, but before she could even move her hands his were on them. Her big brown orbs following where he was leading her hands, the pair held their gaze directly on Yukino's amazing cleavage, the valley between her huge pale globes of feminine flesh so deep and perky they looked like someone could hide an exceed in their if they wanted to, but that wasn't what Makarov planned to stick deep between those two bouncy melons. "...Wait...Master...you want me to...wait you want me to take my bra off?!"

Yukino's sudden shout of realization reaching the old man's ears, the ancient mage of Fairy Tail just kept moving her hands, his holding her soft thin ones in his, he lead them straight to their goal...the little front clasp hidden between the two large cups of her bra. "I told you this would take everything you had when you first asked me if you could join my guild..." Makarov slowly licked his lips as he left her hands on the clasp, the cute little mage kneeling below him still staring at them as if he had cast a spell on them before letting go, "...So why don't you _show_ me everything..." his eyes flicking from the soft jiggling of her round breasts as she struggled with herself in their cups, they shot up to her crescent moon shaped eyes, "...Or does being a Fairy Tail wizard mean less to you than keeping those big treasures of yours covered up?..."

The pressure was on, the brown opals of an already have naked girl shooting up to stare at the perverted old man as he spoke, Yukino looked away for a moment, her fingers still fidgeting to the gateway to her topless body, a sight many a man had wished to enjoy for even more years. "...Well I guess if it means joining Lucy and the others..." her eyes closing as a deep sigh left her body, Makarov was about ready to rip the bra off of her himself as her round globes jiggled in her bra when she breathed deeply like that! But thankfully though she had made her decision.

Before he could even speak, Makarov was left in pure awe as Yukino pressed either side of the clasp together, the force at long last unlocking the front of her bra, the platinum haired girl blushed a bright shade of red as she let the entire piece of fabric fall from her chest, "...Okay...well...here they are, Master...I pray they look good enough to join..." But Yukino's words were miles away from the old man now. His eyes never leaving her chest, the once deep valley of cleavage sitting in her V neck bra abruptly gave way, her huge boobies finally being freed, first the right, then the left suddenly dropped out of the two sizes too small bra with a massive _BOING!_ The old Master had long been certain that Yukino had a rack to rival any in his guild, but now that he was seeing them without any covering at all there was no question!

"Mhhhmmmm...Don't worry, Yukino...I think these will do perfectly..." Makarov grinned as his eyes roamed over the flawless expanses of female flesh laid bare before him. Yukino's boobs, even without a bra on, sat high on her chest, each bouncy globe so round he almost wanted to think they were fake, but their movements said so much to the contrary! Bouncing and jiggling as they were freed, the short haired girl's knockers continued to jiggle against each other as she tried to get over her embarrassment, the fact that he was seeing her topless without any covering driving her crazy! "...But since you have them out now...I might as well test to see just how strong they really are..." His gaze never leaving the tiny circular pink areolas that surrounded the girl's small nipples, Makarov gently cupped both of Yukino's soft thirty two F cup boobies in his bare hands!

They were so soft! Like a pair of ravenous octopus' from one of the weirder books Laki gave to Erza, the old Master's hands went to work on Yukino's beautiful breasts! "Heheh...and already I can tell they are natural!..." His jaw hanging open as he played with her rack, Makarov just could not believe his luck! Not only had he gotten the girl to go along with all this, but he swore she had the best pair of boobs he'd seen since Lucy bounced in the door with Natsu! Holding up each of her round tits in his hands, he let them go just to watch as they fell down only a few inches before bouncing and jiggling together, separating before pushing up again. "...Oh yeah...one hundred percent real and all _mine!_ "

A small trail of drool leaking from his old lips as he sunk his fingers deep into the round globes of her boobs, he wiggled them around, the pressure on her girls squishing and squeezing them into different shapes, but as he let them go again they instantly bounced back into their original round shapes every time! "These are amazing, Yukino!...And I bet I am the first man to grab these huge titties of yours, aren't I?..." Pressing his fingers even more into her huge globes, he traced them around her soft heavenly flesh, feeling out every inch of her soft skin. Yukino's boobies felt like a pair of water balloons filled with jello, a sensation that only ensured the old Master's cock became even harder than it had been all day!

But even after asking the girl such an important question she still hadn't answered, letting go of her boobs just to grab them back up again, Makarov asked her again, "...These _were_ virgin breasts before now...right, Yukino?..." the old pervert watching her face scrunch up as he played with her melons, he decided he needed to up the ante. Cupping her huge marshmallows in his old hands, he roamed his eyes all over them, looking for their weak points, he had already made a point of testing the ripeness of each of her F cup boobies to his heart's delight, but as his heart almost exploded in joy, he noticed that not only did her nipples stick out a little more than they did when she exposed herself to him, they were getting...hard. That smirk of his only widening even more at that lovely sight, the old man leaned in, his lips opening up, he asked her again, "Are these pure breasts?..."

But when still no answer came to his question, just more jiggles from those amazing mounds, he kissed them. "KIYAAAAAH! YES! YES! THEY ARE UNTOUCHED, MASTER!" Yukino's voice suddenly shouted past the ancient wizard's ears, but it was too late to stop that kiss from happening. The tongue that had taken the purity of her mouth was now making sure her natural boobs lost their innocence just as thoroughly! Slipping and sliding around the disc that was her areola, the old man could feel her tensing up under him, the perky little nipple at the center of that disc helpless to resist, the old man quickly sucked it between his lips, his tongue still pawing at it as he suddenly slurped it back in his mouth, drawing on her sensitive pink peak with only the desire to make it his in mind.

A smile spreading across his features as she called out to him, the old man let go, but before Yukino could even breath a sigh of relief he was already face deep into her other booby, bouncy soft boob flesh rising up all around his face the deeper in he went, if there had ever been any question about if the girl was a natural fairy or not they were gone now! Still cupping her huge F cups in his hands, Makarov nuzzled his mustache against the silky smooth skin of her breast, tickling her as much as he was defiling her, sucking on that sweet slippery nipple trapped between his lips her new Master was enjoying her natural wonders for all they were worth! But he needed more!

That original desire returning to him, Makarov let go of Yukino's sucked nipple with a _POP!_ "...Well not anymore they're not..." The old wizard grinning down at her as he relaxed again, she once more felt his hands bring hers up again, the route not lasting long, she suddenly looked up at him again as he left them on her large marshmallows, "...Now..." he grinned wider than he ever had before as he shifted himself forward, his long aching cock flopping down to gently touch one of her soaking wet boobs, "...Lets see how well you can make me cum with mouth _and_ your tits this time..."

Watching her as the girl debated within herself for a moment, thankfully it didn't take long this time before Yukino did as she was told, "...Okay...I guess if I am this close to joining Fairy Tail I might as well..." Taking yet another deep sigh, one that Makarov himself enjoyed because it lathered his cock in her hot breath again, Yukino did as he asked, her small girlish hands each holding up as much of her huge boobies as she could, the young fairy gently wrapped the round slippery globes around her Master's incredibly hard shaft, the soft flesh of her melons easily giving way as the huge cock was enveloped in her bouncy cleavage.

"Oooooohhhh!..." Nearly falling back it was so good, Makarov had to do his best to stay sitting up to watch it all, the feeling of Yukino's soft breasts squishing around his cock, holding him tight even as he slid between them was just so hot! His eyes nearly popping out of his sockets as he watched her work her huge wonders on him! Yukino may not have been a pro, not by any means, but just from that first handjob she knew enough to do what she needed to. Holding the old Master's cock between her boobs in a vice, she slowly pulled her combined cleavage up, the softness of her skin gripping and yanking his up with them, the sensation setting his nerves on fire before forcing it all back down again, repeating the motion as best she could remember. "Ugh...yes...yeah keep going Yukino...ugh..."

Makarov's words becoming lost in the ecstasy he was experiencing, Yukino didn't hold back even though it was a struggle. Holding her two huge boobies up with her small hands was trouble enough, but as she tried to give her Master his boobjob it was becoming hard just holding onto her boobs! Her bouncy flesh wobbling around in her hands, her constant struggles to re grab the and get them under control only managed to make it even more pleasurable for her Master! "Uughhh...yes...Yukino...ugh..." grunting as one breast slipped from her hands only to catch it, when the girl pulled it back against its sister she rubbed the tip of his cock with her nipple in just the right way! The girl may have been a novice in every way, but that didn't mean she couldn't make him just as happy as a professional could!

It was like being in bouncy heaven! His cock shaking with need as a nubile young fairy massaged it up and down with her huge marshmallows, smothering his beast within them before forcing his rough skin against her soft pillows again and again, he almost thought it couldn't get any better! "Ohm!" Yukino's eyes popping open in surprise though, she soon found that yes, it COULD get better for the old wizard! Her brown orbs staring up at his in shock, that wide grin of his was all she could see past her huge boobs as he shoved her head down into her own cleavage, the head of his cock forcing itself between her pink lips!

"Heheh...don't forget I need you to suck it at the same time, Yukino..." His smile never fading while he enjoyed the sheer sensation of his purple cockhead being inside the mouth of such a beautiful girl, her hot breath making his sensitive organ twitch with every inhale. The platinum hair over her eyes shifting as she kept them locked on his, Yukino did just as he ordered, her head moving down, it was almost comical as she fought against her perky mounds for her Master's cock. Her lips sliding down over his stretched taut skin, her chin continually pressed into her soft boob flesh, each trying their best to massage their Master to completion. If feeling his cock between the girl's boobs was heaven then Makarov didn't know what to call this! Looking down the entire time, the maiden's eyes staying locked on his, the old man had to keep switching between meeting her gaze and watching his cock slid up between her enormous melons before disappearing into her mouth, those soft pink lips of hers wrapping around his manhood so tightly he wondered how she could breath!

But no matter where he looked she kept going, his hand gripping her silky short hair in his grasp just as he had her boobs before, Makarov kept forcing her head down, again and again on his cock, keeping her on him even while her little pink tongue worked its magic, slipping up and around the head before following the rest of her mouth down his long manhood, tracing over his many veins just to come back to that smooth tip, the taste of more salty precum as it leaked out of the slit at the top making her gag just as much as want to continue. "Mhhmmmm….Mhmmmm...Mast-mhmmmm!" Trying in vain to talk around her Master's cock, Yukino kept sucking away at it, the force of his hand on her head increasing, her head was bobbing so fast on his cock, her chin smashing into her round boobies so often she wondered if he was doing it on purpose when suddenly…

The sensations of Yukino's soft boobies massaging his cock at long last getting the last of him, Makarov came! "AAAAAAAAGGGGGHHHHHHH!" His cock letting out everything it had, long spurts of white hot cream shot out all over the girl's bare breasts, the pressure making him let go of her head just a the right moment, Yukino fell back on her knees as his cum poured out onto her chest, the formerly virgin, untouched thirty two Fs of Yukino Aguria now and forever thoroughly fucked by Master Makarov, the only man to ever get the chance. "Heh...Now I _know_ I'm a lucky man...heheheh..." Grinning as he watched his cream leak down the girl's pale breasts, her hard pink nipples slowly being coated in his cum, her purity another mark on his bedpost, "...The _only_ man to get to fuck such beautiful titties..."

Those last words leaving the old man's lips though, a moment of silence passed before the topless girl in front of him looked up, "...So...Master does this mean I am a member of Fairy Tail no—KIYAH!" Before she could even begin to realize what was happening, Makarov was pulling her onto the bed, the girl pausing for a moment as she landed on top of him, the sudden feeling of nakedness hit her like a bolt of lightning! Looking all around her she saw first her skirt, her shirt, her socks and shoes, and finally...that last item bringing her cheeks back to that same burning red color they'd had when he first made her take off her bra, Yukino watched as her thin panties sailed away across the room before landing on the floor.

"I knew your virgin pussy was getting wet from having your boobs played with…" Makarov smirked as he stared up at the girl, his eyes roaming all over her nude body, he kept that expression plastered on his face as it suddenly hit her that not only was she naked, but she was not on top of him! The girl's eyes looking down to see where he was staring so happily, she was just about ready to scream when she realized he was ogling her bare pussy as it was smooshed against his abs!

Reaching down with both hands faster than either could believe she could, Yukino cupped her palms over her soft pussy lips, the force causing even more clear juices to leak out across her Master's hard muscles. "AH! Please don't look at her, Master! I think we've done enough...I..." But as the fair maiden squeezed her cute little eyes shut in embarrassment, Makarov was already reaching up to move her to where she needed to be.

"Don't worry, Yukino...I promise you'll love it..." Grinning enough to make his mustache rise up, Makarov gently grabbed hold of Yukino, her eyes popping wide open as with a bounce, he brought her down on his cock! The small hands that were blocking his view of her purity being brushed aside, the sensation that came next rocked each of them to their core!

For Yukino it all happened in slow motion, the feelings and sensations she felt happening just as slowly. First she was embarrassed about a boy...a man seeing her completely naked, but then as his hands sunk into her shoulders, not even the fact that she was naked could stop her from watching, her eyes expanding in surprise as she suddenly felt the hardened tip of her Master's cock pressing roughly against the soft skin of her hands! "Wait! You don't mean to...but Master Makarov I am still a virgin! If you put your cock in their you'll—YEAAAAAH!" But he wasn't listening not now however, his cock pressing hard against her hands, Yukino, with a small gulp going down her throat, pulled them away!

Makarov's eyes lighting up with joy as Yukino's tiny pink pussy opened up above him, his huge cock slowly sank between her pale white outer lips, the inner hole he desired so much taking him in the moment his smooth head pressed against it! "AGH! Yukino...you're so tight!..." Wheezing those words as much as he was saying them, Makarov heaved forward as his cock sunk several more inches into the girl's virgin heat, her body struggling to find her place as he entered her, they both felt something break as she landed against his skin, her huge boobies bouncing and jiggling on her chest as she leaned forward trying her best to withstand it all.

His eyes following a small trail of blood leak out of the fairy girl's hot pussy, Makarov watched it for a moment before looking up, his gaze centering on Yukino's round globes as they wobbled around on her chest as she tried to steady herself on him, the fact that as of this moment HE had taken her purity hit him! "Yeah...the first here...and soon the first everywhere..." He smirked, but as much as he wanted to enjoy the moment even more he knew that he needed to fuck and now! Once he was holding his new fairy in his arms he could brag, but now he had to enjoy the bounty he was currently deep inside!

The girl on top of him reverse cowgirl style, Yukino was in just the perfect position to give a show AND a good time to the old man. With the remains of her virginity still leaking around his hard manhood, Makarov eagerly reached up before grabbing both of the buxom girl's huge F cups in his hands, his grip on them so full of lust he didn't realize he was making her moan until he was pounding into her! With his hands using her breasts as leverage, the old Master pulled Yukino up his cock before slamming her back down, the force causing him to grunt just as she moaned out in pleasure.

"Agh...Master...I...ahhh...Please be careful..." Her hair falling over her eyes, the celestial wizard was helpless as Makarov picked up the pace, his hands holding onto her boobs as tightly as he could, he could feel just how tightly she was squeezing him! Her pussy was like a vice! Never had he felt a pink cavern as hot and unyielding as the one he was currently inside! Forcing his cock out as much as he could, the old man left the tip in before pushing it back inside again, the many ridges and veins of his cock rubbing against the soft insides of Yukino's pussy, he bounced her up on his manhood again and again, the force making her look down in distress, "...Please! I don't want to get pregnant...I mean..." her gaze barely held on his as he fucked her up and down, Yukino watched as Makarov groped and kneaded her huge breasts like bread dough, the shape of her prized melons constantly changing shapes before her very eyes, "...Master...be careful...they...I...ahhhhh!"

Abruptly letting go of her boobs, the rough hands of Makarov sudden slid down over the maiden's pure body, the sleek curves of her belly his to touch before they landed on her wide hips, the man's fingers sinking into her soft skin right where her panties had been, the red marks left from how tight they were replaced by the pressure from his grip. "Oh I'm being careful, Yukino...ugh..." Letting out another grunt as he spoke, Makarov kept his grip on her hard as he pumped his cock into her curvy body.

Looking up he truly was in heaven, Yukino's eyes were squeezed shut as hard as they could be, the maiden biting her lip as she couldn't stand how roughly his hard cock was defiling her pure pussy, slipping back into her virgin heat just as fast as it was coming out. Then below her eyes were those amazing breasts of hers! Without a doubt they were the most spectacular pair the old man had ever had the luck to enjoy in full! Yukino's topless body exposed for him and him alone to relish, each of her huge natural thirty two F cups were bouncing up and down with his every thrust into her, the vibrations from him fucking her causing them to fall into a series of jiggles every time they fell just to bounce right back up again! Grinning with pride as those hard little pink tips on the center of each bouncing booby stuck out at him, he knew they were only that hard because as much as she protested, his new fairy was enjoying herself as much as he was! His eyes falling down to where her bright pink pussy was held open only by the width of his thick tanned cock, he felt his body suddenly give way! "AGH! YUKINO!"

His voice suddenly calling out beneath her, the curvy girl struggled to open her eyes, looking down at her Master through her short strands of platinum silver hair, Yukino could _feel_ what it was he was calling out her name for! Another moan leaving her lips just as she tried to resist, her words were lost to her as his cock pumped into her one last time, the pleasure from her tight pussy being pulled apart driving her too crazy to speak! _'...Wait...no...if he cums inside me then I...wait I could get pregnant!...'_

That last thought shooting through her mind, the girl looked down, down past her huge bouncing boobies and down at her panting Master, but it was too late, the sensation of a hot thick liquid spewing up inside her untouched pussy, Yukino tilted her head back as she too came, her formerly virgin pussy convulsing as she gripped her Master for all she was worth, her own feminine juices rushing down to mix with his before spilling out onto his pelvis.

The old Master's cock still pulsing as Yukino fell back, he sat back and watched as cum slowly leaked out of her open pussy, his cream soiling her virginity once and for all. "...Well...I did it...wow..." Her voice reaching his ears, Makarov stayed where he was, watching his newest fairy prepare to spread her newfound wings, "...I am a member of Fairy Tail...I can't believe it..." the girl sighed as she gently turned over onto her stomach, her round breasts pressing against the covers of his bed as she got up on her hands and knees in front of him, "...it was hard...and...fun, but now it's over..." Yukino's face becoming just as bright and brilliant as it had been when she first walked in the front door, Makarov could see her reflection in the mirror in front of them, the sight of her completely naked was breathtaking...too breathtaking for him, his eyes falling lower though he realized there was still one more part of her body he needed to enjoy though before he was done.

"...Thank you for all of this, Master..." Yukino smiled, her huge boobs shaking slightly as she turned to look over her shoulder, ignoring how wet and slippery they felt, covered in his saliva and cum, her favorite girls having become the playthings of a man, "...So now that it's over...when do I get my guild st—AMP!" Suddenly feeling his hands on her hips again, Yukino, her silvery hair rushing over her beautiful brown eyes shouted in pure surprise as now not only was he kneeling behind her, his hands gripping her wide hips just as her boobs bounced beneath her, but now the tightest hole she had was feeling the pressure from his manhood on it! "Master what on Earth Land are you doing?!" She yelled back at him, the look on her face one that made her look like she was about to pop, but no matter what she said, the sensation of the man's slippery cock against her untouched ass hole just got rougher and rougher.

Completely lost in lust there was no time to think about it anymore, his hands holding onto her hips as hard as he could, with one deep breath, Makarov thrust his aching cock into Yukino's pure ass. Inch after inch sinking deep into her body, he could feel her insides tightening up around him without any thought on her part. "AGH!...Ugh...I can barely move..." He managed to sputter out as he drew back a bit, only four inches of his massive length able to fit inside the curvy girl's round ass at a time. Pulling his manhood out a bit more until only the head was in, he thrust forward one more, this time the slipperiness of their combined juices on his cock lathering up her ass enough to move around inside her.

"Uhhh...Master...please...I can't take it...ehhh..." Her own body falling forward some more as he pumped into her virgin ass, Yukino was struggling to stay upright! Her small hands gripping the sheets of his bed as hard as she could, the buxom babe could feel his cock grating against her insides as she forced his way back in again, the insides of her ass pulling and tugging on his skin while squeezing the life out of it. "...But I want to be a Fairy Tail wizard...I want to..." The girl taking in a deep breath, it was instantly shot back out as a deep moan of need as Makarov thrust forward again.

The old man picking up the pace as more and more of their juices lubed up her tight ass hole, between how sensitive his cock had become from all this fucking and how unbelievably tight her ass was he knew he wouldn't last long, still though he was going to enjoy this for all it was worth! Ramming inside the curvy vixen again and again, Makarov looked down around the girl to watch her huge F cups swing and bounce around beneath her with every thrust, his cock fucking her ass as deep as he could go, it was like he was ravaging her boobs all over again! "Ugh...if you want to join my guild then you'll have to show me you do..." The old Master smirked as he pounded into her again, the edges of his cock slowly brushing through her insides without mercy.

Hearing her new Master's orders, Yukino did just that! The curvy maiden gritting her teeth as hard as she could, Yukino pressed her round ass back against the man's cock as hard as she could before pulling it forward again, hew thrusts and his meeting in the middle making his cock go even deeper than he had been before! "Agh...yes, Yukino! Yes harder! Squeeze your little virgin ass as hard as you can!..." The celestial's big bouncy globes swinging and jiggling around beneath her body with every thrust he made into her, Yukino did just that, the girl clenching her ass as hard as she could around him, as Makarov made one final thrust into her, he came! "AAAAAHHHHHHHH!" Shooting whatever was left of his seed into her tight virgin hole, his cum filling up every gap that existed inside her ass hole, the old Master fell back on his bed, the girl he had only just initiated trying to stand up before falling back on him as well, the pair falling asleep the moment they hit the covers.

A few hours passed, the sun went down and everyone who had known Yukino was bound for her initiation with her new Master had assumed she just went out to celebrate after receiving her guild stamp, they were right in a way...just not in any way they ever thought to be true. Those beautiful big brown eyes of hers slowly flickering open after spending so very long closed, Yukino went to get up, but found she was held down on the bed. Her eyes moving over to her dozing Master, a wide smirk spread across his sleeping features, she knew why he was smiling of course. Makarov had just taken every virginity she possessed. Now, her lips, her huge boobies, her pussy, and finally her poor little ass had been ravished for the very first time by him and him alone.

"Well I guess I know now why he wanted to give me a 'special' initiation then..." Yukino giggled a little as she looked him over. The girl reaching up, her huge boobs jigged as they pressed against his bare chest while she gave him a quick kiss on the cheek, "...Thank you for all the fun...and letting me join the most wonderful guild in the world, Master..." Smiling with that adorable smile of hers, Yukino was just about to ask him when she was getting her guild stamp when suddenly a bright light blue glow caught her eye.

Brown orbs flicking down to the side of her belly, Yukino just about squealed when she saw it! "AHHH! MY GUILD STAMP!" Her happiness overflowing out of every fiber of her being, Yukino woke her new Master up just as she reached down to look the stamp over. It was just like her old Saber Tooth one, except now she knew that as long as she wore it she would be loved, and not just thrown away because she wasn't the best every time. Running her small fingers over it again and again, Yukino blushed a light pink as she traced its shape, the true mark of a member of Fairy Tail now on her, here was truly nothing in the world she wanted to do more than rush back to the guild, find Lucy and go on a job, just the two of them, the two celestial sisters, the ones who closed the gate together just as they always should have been.

A stirring underneath her light curves suddenly getting her attention however, Yukino paused before realizing that Makarov had at long last awoken! "Ah, Master! You did it! You actually did it!..." Yukino cheered with joy unbound by any kind of restraint physical or otherwise, "...You made me a Fairy Tail wizard! Thank you ever so much! I can't believe it!" But as the girl continued to jump and cheer, all Makarov could see from where he was lying in bed were Yukino's two huge boobies bouncing around in his face. Yukino may have been talking to him, thanking the old mage for what he had done for her, brought her into a guild of people who loved and cherished her rather than saw her as a mere pawn, but at the same time the old Master's view of her boobs kept his thoughts in another world from hers entirely.

' _...Heheheh...I fucked this amazing girl's virginity away…'_ The old pervert grinned to himself as happily as ever, the girl's joy rubbing off on him while he watched her enormous pale tanned breasts bounce and jiggle around freely on her chest, neither of them being given even the slightest thought of modesty as she let them do as they did naturally, and of course for a pair of well-endowed bouncy globes what they did best was jiggle one way before sliding together just to bounce around the other way when she leaned that way. _'...And if I tell her its time to renew her membership...I can do this every single month...'_

That wide grin of his only getting bigger and bigger as Yukino suddenly pressed her boobies together as she put her hands to her mouth, they bounced back out to their full perky size when she let go again, her voice reaching his ears at last. "...Master...Master are you alright?..." Those two huge thirty two F cups squishing against his face, Makarov could feel his face being enveloped in soft bouncy flesh all over again as she leaned forward to care for him, "...Master...I...was my body too much for you?..." She asked as she softly moved him up in his bed, but right as the girl was about to check to see if his temperature wasn't too hot, his lips suddenly crashed into hers once more, the feeling of his rough tongue forcing its way back down her throat making her eyes shoot open, Yukino gasped when a rude hand once again cupped one of her huge boobies in its palm.

"Oh no, Yukino...it's going to take a _lot_ more than that to wear my body out..." The old man smirked as he let her out of the kiss, his other hand reaching down to cup her soft pussy in his rough palm, "...Now...about your membership fee..."

 **A/N: Yeah, yeah, I know it is very different from my usual work, but like the Bacchus fic with Erza, Mirajane, and Lisanna I am quite happy with the results. It's good to get outside the comfort zone and write different things and ideas. Aside from it being a commission I'd say that is my favorite reason for writing these fics. Not what I normally would do on my own, but good experience and honestly a hot lemon if I do say so myself.**

 **I currently have the next chapter of DBZ Xtreme Beach Battle written, and it was what I was going to post this morning, but with the never ending stream of negative and downright hurtful reviews I've been getting lately, (count 10) I'm finding it hard to write. If you have anything good to say about the fic or a PM please let me know. Honestly any amount of encouragement would really be appreciated right about now so I know it's still worth posting on this site. Cya all next time...**


	2. Brandish's Surrender

**A/N: What's this? Two updates in one week? Well none to worry I haven't gone crazy and I am not running out of content to put out for you all. It has been far too long since my last Fairy Tail posting so I decided to quickly get this one edited so that I could finally present it in all her, I mean it's glory! Enjoy the bounties of one of the _Fairy Tail_ series' most beautiful and tempting ladies, Brandish!**

 **Magnolia, Post Alvarez Arc:**

"Ugh...of all the ways the old man could have asked for reparations it just _had_ to be this..." Walking along a recently rebuilt stone pathway as she made her way to the home of Fairy Tail's Grand Master, Brandish Myu couldn't help glaring at everything she looked at the more she thought about just why she was back in Fiore again, "...As if losing wasn't bad enough _I_ have to be the one to do this even though I switched sides halfway through..." Her beautiful bobbed green hair blowing around her pale face, brushing slightly against her cheeks while she traveled along the path, the large house looming over her as she approached it making her skin crawl, "...Because Magnolia requested only one...ONE thing from the Alvarez Empire once the war ended..."

Her feet coming to a halt at the front door of _his_ house, even though the letter had only stated for her to arrive in the small town and do whatever it was the Master of Fairy Tail wanted of her...it was obvious what an old pervert like him would want with a girl with a body like she had, "...And now here I am...great...maybe if I'm lucky I can get out of here without my bra coming off..." Tapping her curled knuckles on the front door, the thing suddenly swung open, almost as if someone had been standing there waiting for her to show up, his eagerness to see her beautiful figure causing the man behind it to open it so quickly. Her green eyes, the same emerald color green as her short, silky hair slowly dropping down, they stopped at about three feet off the ground, the tiny old master who she had come to see greeting her at the door. Looking him up and down all she wanted to do was sigh, the way he was staring at her already made her want to puke.

"Oh, hello there, you are Miss. Brandish Myu, correct?..." The ancient master smiled up at her, his eyes being _way_ too obvious in how they roamed all over her scantily clad body, her cloak doing little to cover the supple curves exposed by the tiny bikini she wore around as if they were normal clothes, "...Thank you very much for coming here today...I really—" Cut off mid-sentence as the buxom wizard abruptly walked inside, strolling past him as if she were trying to make clear she didn't care that he existed, Makarov merely paused, staring in awe at the greenette's round, soft ass when she went by, her small bikini bottoms absolutely _hugging_ her bottom in all the right places, "...Appreciate...it..." A wide, lecherous smile spreading across his old wrinkly face, he closed the door behind her before following the girl over to the couch.

The master's face noticeably dropping when that fine behind of hers was covered by the piece of furniture it suddenly sprang right back up again along with his ancient cock as she sat down, the motion causing Brandish's huge thirty four G cup boobies to bounce around in her push up bra. Those big, round globes straining against the material so much that even the slightest movement on her part set them jiggling about, her soft flesh always within millimeters of spilling out over the rim of her exotic bra cups, _'Yeah...I called it...'_ The green haired girl said to herself, rolling her eyes away from him when she spotted him ogling her large knockers in her admittedly skimpy top, her deep pale white cleavage the ultimate temptation for any man provided she still had her clothes on, _'...The old man is is going to try and get my bra off...'_ Sitting back in her seat, she subtly crossed one long, glossy smooth leg over the other, her skin almost like porcelain it was so pale, even more so than Mirajane's, and Makarov would know more about that than just about anyone else.

Flicking her eyes around the room for a moment, they once again centered on the short male as he jumped into the recliner in front of her, his height even in the chair making it easy to stare at her half exposed breasts simply by pretending to look her in the eye, "...Well...here I am, _old_ man..." Brandish spoke up at last, breaking the silence of the room as she crossed her arms under her sizable jugs, pushing them up even more than they already were in her bra, her tits giving a playful bounce as she readjusted herself, "...I came all the way from Alvarez for this so you better hurry up..." Tapping one of her small feet against the couch, just her regular expression seemed like a glare, but it was hard to tell if it was her normal demeanor or because his eyes had already groped her from head to toe, "...I _said_ , tell me what you want so I can go..." Emphasizing her point by leaning a little more forward, Makarov appreciated that as well, the view he was getting between her crossed legs was just divine.

' _I love these young girls...they really do enjoy showing off so much...'_ Taking a moment to stare at how tightly her bikini bottoms outlined her smooth pussy between her thighs, the 'old man' as she called him looked up at her, meeting her green eyes as well as her big white headlights, "...Hmmm...tell me, Brandish...how far did your boyfriends ever get with you...in bed?..." He asked, chuckling a little to himself when he said it, the babe had an amazing body that was for sure, curvy, and with tons of bounce where it counted, and beyond beautiful, but there was one more reason beyond those the master had asked her to be the delegate and not any of the others, "...You know...such as kissing your lips...or maybe even your other—"

The girl's green hair flailing around her face as she suddenly bent forward, even with the look of indignant anger on her features, Makarov was more enamored by her nearly nude body, the greenette giving him one _hell_ of a look down the front of her bra as she yelled at him, "...Watch your tongue, you perverted old bastard!..." Brandish yelled, glaring at him with every fiber of her being at that insulting and demeaning question of his, of all the things to ask...had she ever been... _defiled_ , he… "...Ask me something like that again and I'll shrink that puny cock of yours into nothing..." Her tongue flipping up when she said that last word, Makarov could just imagine that long, smooth muscle wrapped around his manhood, a truly much more wonderful use for it than yelling at him. The combative wizard still glaring at the man, he simply gestured for her to go on, the greenette looking down for a moment, her pale white cheeks tinting pink at the request, she sighed before giving in this one time, "...No...I have no...I am still... _pure_..."

Her hair quickly brushing against her cheeks when she leaned up again, heavy G cups bouncing inside her bra when she did, the tight edges of the brassiere digging into the sides of her supple mounds, Brandish took not one moment longer in composing herself again before continuing, "...Look...I'm not some whore...like _Dimaria_ is...taking it on her back with five guys every night all at once..." Gripping her fingers tightly together in a fist as she spoke, the emerald eyed wizard looked up at him, her face contorting into something cruel the longer she went on for, "...Or any of those _Fairy Girls_ of yours...who _knows_ what they get up to, huh?..." A mean grin spreading across her soft lips, Makarov just sat there the whole time, listening to her… His mind drifting off somewhere else close by when she mentioned the busty curvy ladies he called his...how he would _have_ to go and re-watch all that camera footage he'd gotten of inside the Fairy Hills bathes

The old man letting out a low deep groan of his own as he thought about that footage he must have watched nearly a thousand times now, he suddenly looked back over at Brandish, the girl raising an eyebrow at him, although her cheeks were even redder now, the bulge in his pants having grown to quite a massive size just thinking about all of the naked girls in Magnolia that he could have if he only tried, "Mhmmm...now, Brandish if you wouldn't mind...I think it's time we get to the _real_ reason why you're here..." Directing his gaze back onto the curvy greenette it was just as she had been figuring it would be, no way a guy like him would get her here just to inquire about her sex life, he wanted to _be_ her sex life! "...Since you've done so much damage to my guild, my country...and my children..." Speaking in a low slow tone, he paused over that last word for a moment, fondly remembering that none of them remotely fit that term anymore before continuing, "...So...in return for all that you have done, let's..."

Cut off once more mid-sentence, Makarov watched as Brandish suddenly sprung up from her seat, her short green hair brushing against her cheeks as she looked away, clearly already pretty pissed off from what she knew was coming, "Yeah, I get it, old man..." She huffed, her large breasts rising up before bouncing back down in her bikini top as she undid her cloak, the massive fur adorned piece of clothing pooling around her feet, "...You want to see me naked, right?..." Shrugging the robe off of her shoulders as she stood up in front of him, her beautiful body left in only the tiniest of push up bikinis to cover up her shame, "...That's what most men beg for right before I shrink them..." Those green eyes of hers glaring at him through the thin shiny curtain of emerald colored bangs, the look on Makarov's fave said it all, "...That _is_ it...isn't it?..." She finished.

The babe pursing her hands on her hips she looked just like a model, a bikini model like Mirajane to be more specific, the only real difference being that Brandish's melons were much larger than the other girl's, and that he had not seen the green haired girl naked...although that was bound to change since she was barely wearing anything when she walked in the door, "...Ohoho...well that is part of it...why don't you come with me first..." Jumping up from his seat, Makarov took a moment to admire the female wizard's long curvy legs before walking into his room, her following him along the way, "...I'd love to have you strip for me, but we need somewhere more...private for that..." Going into his bedroom, he let her walk by him while he held the door for her, the old lech watching hungrily as her heavy tits strained against the confines of her bikini top with every step she took… Considering how much he was staring Makarov didn't know what was more unbelievable, that Brandish's clothes hadn't popped off of her yet...or that he even remembered how to shut the door.

Once more crossing her legs over each other Brandish sat down on his bed, her sexy bikini clad body looking more delicious than ever splayed out on his covers, "...Okay, I'm here, old man...so are you happy with the eyeful or—Ohhhmmmm!" Her usual frank voice now the one being cut off as she was just starting to lecture the old pervert on ogling her body whenever he got the chance, her last words fell into a silenced moan when he jumped onto the bed as well, Makarov pressing his lips against Brandish's soft pink ones in a passionate, yet chaste kiss.

"...Mhmmm...Mhhm Mhmm MMMM!..." Glaring at him while he slowly pushed her all way down onto the bed, keeping his lips on hers, his left hand slid down to hold her back up, cradling her against him so that the greenette's huge G cup melons squished up against his hard chest. Feeling more and more of their bodies rubbing together, Brandish tried to push him off of her, already annoyed by his ogling and now even more so because he was rushing things! Shooting daggers at the man the longer he rubbed his hard bulge against her thigh, she suddenly let out a long and surprisingly girlish moan when his hand slipped down from her back only to cup her bikini clad ass, "...Oh...OOOOHHHHH!..." Rubbing the smooth bongo drum beneath the fabric, Makarov took his chance, her mouth opening up he shoved his tongue deep down her throat!

Another sexy sweet moan leaving her lips, Brandish's cheeks lit up a dark pink as he gave her a full, deep kiss, _'My first kiss...is with this perverted old man?...'_ She thought to herself, trying and failing to keep her body in check, the more he rubbed his hand in circles on her buttcheek the more she gave in to him, the sensations of his ancient tongue sliding all around her mouth unlike anything she had ever felt before, _'...I can taste him...inside my mouth so does that mean...'_ Turning to look away a large hand held her cheek still, her green eyes staring back at his dark ones while the old man made out with her, his tongue licking along her much longer, but thinner pink muscle wrestling it to the ground before slipping and slurping on it like the tasty treat it was.

Makarov too moaning, the ripples of his sounds echoing down into her throat, he could not believe how _sweet_ her mouth tasted, the wonderful nectar of her saliva being drawn into his lips with each passing second of her first kiss, _'...Mhmmm it's just like..._ _honey_ _...'_ Grinning even more when he looked down into her eyes, those usually strong, unforgiving emeralds staring back at him much weaker than they were known to be, he knew that in that one move he'd conquered a lot more than just her first kiss, "Heh...you're a little sloppy for a girl, Brandish..." The master smirked seeing her blush, her lips already reforming into a frown again when the kiss ended after several minutes, her cheeks only darkening as he got up off of her, sitting in front of her on the end of the bed, "...Now...about your bra..."

Sitting up herself, Brandish could see where he was looking, a girl didn't have boobs the size hers were without being used to guys missing her eyes and just ogling her knockers all day long, "...Ugh, Don't you dare even say it..." She said leaning back a little, both of the girl's small hands reaching behind her back as she started messing with the clasp holding her bra in place over her large breasts, the greenette having read his mind, '...I know _all_ the guys in Ishtar and Alvarez fantasize about these..." Her voice falling to a much dryer pitch as her girls started to jiggle around once she got the clasp unfastened, Makarov's smirk only growing even larger along with his cock as he heard the best clicking sound in the world, "...So I might as well just flash them to you and get it over with..."

Her green lips forming into a scowl as she got the clasp open, Makarov watched in pure unabashed joy as Brandish Myu pulled her bikini top off in front of him. The powerful wizard's huge thirty four G cup boobies falling out of her bra with a heavy bounce, each of her enormous globes banging against each other before jiggle apart as they were finally freed from their prison. Her green hair swishing against her lips, the girl reclined in front of him, all the while Makarov could not get over how big and perfect they were! "...Well?...Do you like them? I told you I don't like showing perverts my breasts anyway so you _better_ be enjoying this..." Brandish's boobs sitting up on her chest, they resembled a couple of very round snow globes, with only the slightest teardrop shape to them, they were capped by some of the smallest dark pink nipples the old master had ever seen!

"...Mhmmm...they really are _big,_ even compared to my fairies..." Rubbing his chin as he looked over the greenette's large tits, Makarov mentally compared them to the others, their size and amazing shape really setting them apart, "...But I think to enjoy them though...I'll need to feel them too..." Watching the girl roll her green eyes back in her head, letting out a small huff of a sigh, she had seen that one coming a mile a way too, when it came to guys there was no such thing as _just_ looking, but not touching. Her bra falling down by her side, the female wizard sat back on her hands, her big, round melons sitting quite perkily on her chest as he reached forward, his old hands easily wrapping around her huge endowments, Brandish's heavenly marshmallows easily filling them and more.

His smirk only getting larger as he hefted those soft globes of hers up in his palms, they felt spectacular, like a pair of overripe honeydew melons Brandish's funbags slipped through his fingers just as easily as they stayed in them. Molding the heavy orbs around in circles just as he had seen Erza do to Mirajane in his footage, the old master squished the sizable melons together before dropping them, watching them bounce and jiggle together like balloons before scooping them right back up again, "...Ugh...uhh...you old man...don't be so...ROUGH!..." Her voice nearly catching in her throat as he gave her jugs a particularly hard squeeze, Brandish looked down through half lidded eyes at him, the man staring back up at her the whole time while he kneaded them around like bread dough, squishing her perfect tits into flattened pancakes only to push them back up in his palms.

Bouncing them up and down just like they were in her bra, the old pervert kept dropping them, her boobs jiggling back into their usual globe like shapes before he did it again, and again, the cool air rushing along her well-endowed chest, her nipples were growing hard from all the abuse he was inflicting on her poor breasts, "...J...Just be careful with them, old man..." She sighed between pants, her cheeks already tinted a deep shade of red from not only having to flash him her girls, but have him play with them like he was, "...They...they're not meant to be squeezed like that...Ah!..." Makarov sinking his thick digits into one perky breast in each hand, her soft flesh overflowing between his fingers, he rolled one around against her chest while he leaned in, easily sucking one tiny pink nipple between his lips with a _POP!_ "...KIYAH!" Unable to hold the moan back as he kissed her untouched pebble, no matter how much she resisted, Brandish couldn't keep the pleasure from overwhelming her.

"...Mhmmm I disagree...enormous _natural_ breasts like these are designed for squeezing..." The old master smirked around her boob, sucking even more of her dark pink areola in as well as the surrounding pale white skin, drawing it into his mouth before swirling his tongue all around it, twiddling her delicate nipple in circles only to force it deeper into the surrounding boob flesh with his tongue, "...Only question is...just how _big_ are they?..." He asked, taking in a deep breath between sucks, Makarov let her little nubbin pop from his mouth before licking it once more, running the whole length of his tongue along her thin areola before switching to her other globe, pressing his whole face into her marshmallowy skin and rubbing it around, feeling just how soft her fat tits felt against his calloused skin.

Struggling to swallow the last of the saliva from their kiss, Brandish moaned, the heat building up between her thighs from the things he was doing to her knockers making her pure pussy sopping wet in her bikini bottoms, "...Uuuggghhh...you... _disgusting_ old man..." Her voice once more catching in her throat when she tried to tell him to 'fuck off' instead she ended up moaning, just barely keeping from calling out his name as he twirled his tongue around her dry nipple, making it nice and wet before sucking on it like a honey flavored lollipop, "...Ah...the...they're thirty four G cups... _real_ ones before you fucking ask me—AAAAHHHH!" The sensations of his strong firm muscle wrapping around her bare booby more than she could take, all it took was the old man pressing her enormous knockers together, molding them around in his rough old hands while he drew her nipples in to bring her to orgasm!

Her sweet, girly mewls of pleasure ringing out throughout his home, Brandish was left panting, her bikini bottoms soaked as he climbed off of her, her heavy breasts left to bang and bounce against each other without any support again. The once evil girl looking at him, her eyes were instantly drawn to the massive bulge sticking up in his pants, she had an idea to end this once and for all! Sucking in her lips when she spotted him looking, there was no going back at this point, and if she moved now the pervert wouldn't get a chance to mess with her over it. Climbing down from the bed, Brandish's huge boobs squished around against Makarov's legs as she kneeled down in front of him, "...Oh, my girl what are you?.." Stopping as she quickly seized his pants in her hands, in no time the buxom babe had undone his belt and yanked down the old man's trousers as well as his boxers, but it wasn't until his underwear slipped off his feet that the Alvarez girl saw his huge cock spring out in front of her.

"...The hell?..." Brandish's face wrinkling up in disgust at what she found, she had always thought her first cock would be this big, a given due to just how sexy of a body she had, and even then she could always make it larger if she wanted to, but this was… "...Ugh...this thing is disgusting..." Feeling like she was going to collapse just looking at the tall, throbbing pillar of ancient masculinity in front of her, she still reached out for it, her hand curling around his long rod before gently sliding it up to the tip. Feeling a large hand press down on top of her head, the master relishing in how silky smooth her thin green hairs were as they slid through his fingers like silk, she looked up when she saw his cock suddenly get that much closer to her face.

That glare she was known for coming back along with her bad attitude, even topless with her boobs pink and wet from a man having happily ravished them she was a menace, "...Hey! I'll jerk you off, but I'm _NOT_ putting my lips on this thing, old man!..." She snarled, her magical aura flaring up the firmer his hold seemed to get around her head, his very large manhood dripping out a drop of precum when her hot breath ran across it, her merely looking at him turning him on even more than before, "...I mean it...you stole my first kiss _AND_ played with my boobs, but this is..." Suddenly feeling the strength of his grip increase ten fold the more she continued to struggle against him, it was not until he spoke to her that she stopped.

"...Oh?… That's too bad..." He said to her as well as himself, the man holding up her large bra in front of him while he spoke, the cups still warm from where her natural melons had been squeezed into them earlier, "...Well, then I guess there is no other choice...I'll just have to tell the gorgeous Princess Hisui that our negotiations broke down..." Turning her bra over to see inside, he pretended to be sad as he flung it over onto the other side of his bed, the scrap of cloth landing on top of Yukino's, "...It really is a shame...it looks like the war just has to start again..." Flicking an eye down to gaze along her topless body, the girl was positively shaking with anger and disgust at him, so much so that it was even causing her jugs to quiver and shake with her.

Brandish gritting her teeth together as her grip on his cock increased, eliciting a small moan from the older man, she didn't know what was worse, that he was forcing her to suck his old cock or that he obviously wanted his own princess too! "...Ugh...f...fine!..." Shouting at him, the busty greenette leaned down, her lips parts as the slippery head of his thick cock slipped into her mouth, its long veiny girth running across her pink lips while the head pressed along her tongue. _'...Disgusting old man...I can't believe he's actually making me suck his old...'_ Her green eyes going wide as she felt him pull her even closer, inch after inch of his giant manhood slid down her throat only for him to pull it back out again as he thrust back into her mouth.

"...Mhmmmm...yes...somehow I _knew_ an angry girl like you would be a natural at blowjobs..." Makarov said between moans, enjoying the feeling of a younger girl wrapping her lips around his hot rod, sucking on it before he stopped it just between her lips, his own mouth falling open in pure bliss at her ministrations. Glaring straight ahead at his hard abs while he hiked the last of his clothes off to let her enjoy his body as much as he was relishing hers, there was nothing that could compare to this. Rubbing her hands all along his member, Brandish held the pinkish purple tip between her lips, the saliva and precum leaking down along his beast lubricant for her nimble fingers, squeezing and massaging his tight skin on their way down to his balls.

Never once slowing down the pace, her green eyebrows furrowed the faster she went, her unusually long tongue sliding along his mast, she wrapped it completely around it, tickling and teasing every pleasure center she could along its length before licking up along the underside of it all the way to the head, "...Ahhhh...yes...keep...going..." He moaned, holding her head on his cock, he could feel her let out a moan while she too leaned in, the Alvarez girl getting into the thrill of sucking a man off as well, she ran the tip of her tongue up and down over the slit at the peak of his member, swirling around it licking every drop of precum to leak out before she withdrew, dragging her lips straight up his entire cock when she let go with her hands.

The old master about to tell her off for not jerking him off as well, his head just about fell of his shoulders as he felt Brandish's natural G cup funbags bubbled up along either side of his manhood, the soft pale white flesh oozing all around it as she dragged her slippery skin across his rough cock, _'...I can't believe I'm using my_ _beautiful_ _boobs for_ _this_ _...'_ The green haired beauty thought to herself while she gave him the best boob fuck he could ever dream of, the one singular act she recalled Dimaria teasing her that breasts her size would be perfect for whenever a cute guy was within earshot. Her cheeks blushing dark red the entire time, the female wizard bobbed her head even faster along his length, pulling and slurping on his ancient beast only to lap her tongue all over it.

Her heavy tits dragging along every single piece of his cock right as she caught him between her lips, rubbing him off with her enormous jello molds just at the correct moment, Makarov couldn't hold it back anymore! The old man's head falling back as he fucked Brandish's heavenly knockers, he came between the two globes of soft flesh, his cock shooting its first spurt into her mouth, she swallowed it easily without choking. "...OOOOOOOOOHHHHHHHH!..." The rest of his climax still coming though, the master's cock slipped out of her mouth when she gagged on the second one, a thick volley of cum pouring out onto her pale face, long strings of it coating her hair as the next one followed it, big globes of hot white spunk spreading out all over her supple melons, marking those perfect breasts as his better than if he had written his name on them.

His breath coming in short, quick pants, before Brandish even knew what was happening he had grabbed her by her shoulders, the Master of Fairy Tail using his amazing strength to lift the girl up, in a flash he was towering over her on his bed, looking the half naked babe over while her cum coated G cups bounced around on her chest like a couple of freshly iced cherry topped cupcakes. Wasting no time at all in reaching for her last piece of clothing, Makarov grabbed the sides of her bikini bottoms and just as she let out one last surprised squeal, he yanked her bottoms straight down her long legs before tossing them across the room. The last piece of clothing that had protected her supple, _pure_ body landing on the floor beside her bra, Brandish Myu was left completely naked and exposed underneath the lucky old guild master.

"...There...now _that_ is what I call spoils of war..." Makarov joked to himself as he looked her over, the greenette's short bobbed hair splaying out around her, her two small crosses still stuck out from her head like arrows directing him to her nude body. Grinning as he looked her over, her beautiful delicate face contorted into a glare, he could still see where his cock had fucked her naturally over sized boobs from the pink marks where her jugs pressed together, the two bouncy white globes jiggling slightly as she panted, her nipples still wet from his kisses. His dark eyes roaming along her bare flesh, across her curvy round hips before flowing across her long, pale legs that seemed to go on for miles, her shoes having fallen off when he pulled off her bottoms, she truly was naked, those long porcelain beauties going on for miles. Raking his eyes back up over her navel, they fell back down again, flicking across her cute belly button before landing on her sopping wet, hairless peach.

Not noticing her furious emeralds locking onto where he was looking, just as Makarov lunged forward, to press his aching cock as deep into her pliant pussy as he could, a small hand cupped over her smooth mound, blocking him from entering her, "...Look, old man...I get it, you're going to _fuck_ me..." She grit her teeth between pants, her whole body wanting to blush solely by admitting that this would be how she would give up her first time, "...But if this is going to happen then _I_ am going to be on top...got it?..." Just about barking that last bit at him, Makarov looked down, her palm only tightening its grip on her pure sex, he gave in, all the better that she was okay with it, and if the greenette had a better position in mind then why not?

Relaxing his body as he backed away a little bit, he allowed her to roughly push him down onto his large king size bed, his back sinking into the covers as she climbed on top of him. A wide smirk spreading across his cheeks as Brandish's heavy G cups hung over his face, her boobs like two perfect globes bobbling around inches from his lips, given the babe's anatomy he was _right_ about letting her pick the position, "...Yeah, this is a _much_ better view down here..." He grinned, the girl only huffing when she looked down at him, her cheeks getting redder when she realized he now had a world class look at her tits bouncing around. Oh, how much she _wished_ she'd been allowed to do this while keeping her bra on...

"...Ugh! Stop joking about my boobs get get it over with!..." Growling at him a she got herself over his massive cock, Brandish sighed, the girl letting out a deep breath she slowly sat down on his member, its girth easily spreading her pale outer lips apart, it did just the same with her light pink inner pair, his cock only stopping when it hit something. A wide smile spreading across the old man's face, he knew he had thought she really was pure and she was! Watching her stare down at him, a look of disgust painted on her at this point, in an instant she pulled herself up before slamming her sex down onto is lap! "...Agh!...Fu...fuck..." Shivering at the sudden feeling of pain coursing through her nether regions, a small trickle of blood slid across Makarov's cock, the old man getting all the proof he needed that while she had been a virgin before she certainly wasn't now!

Collecting herself enough to move again after a few seconds, she slowly lifted her hips up, the flesh of her tunnel clinging to his hard cock, they both let out a long moan before she slammed back down on top of him, each time she did so the heat coursing through her sex became hotter and hotter, "...Ohhh...Ahhhh...Mhhhmmm..." Biting her lower lip, Brandish slowly started picking up the pace, sliding her pussy up and down along the old man's manhood, she let out a small sigh as he grabbed her hips, increasing the pace even more as he started banging his pelvis against her ass, forcing himself deeper and deeper into her with every time they met, "...Ahhhh! M...old man..." Catching herself in the moment, she could feel her whole body burning up!

His cock slamming into her spread open peach again and again, her juices were flowing down across his rod before splattering down across his exposed abs. Pulling her down onto his cock harder with every time he re entered her, Makarov couldn't take his eyes off of Brandish's huge breasts bouncing around in his face, her heavy funbags jumping up and down whenever he forced his meat all the way into her, her nipples flinging up and around before the weight of her heavy tits caused them to pull down in a series of jiggles just to bounce back up again. "...Ahhhh...Brandish...Ahhh..." Struggling to keep his eyes open through all the pleasure, the old man thrust his cock into her even faster, his hard skin tugging at her slippery flesh, his member going all the way in as he pulled her hips down, her giant tits quivering in his face like over sized honeydews, he came, "...AAAAAAAHHHHHHH!..."

Hot cum pouring up into her tight little pussy, it was all it took to bring Brandish over the edge as well, her green eyes squeezed shut while her hair swished against her cheeks, her melons nearly bouncing up against her chin each time he fucked her, her mouth opening up to moan, she felt her pussy contract, squeezing along his entire manhood as her second orgasm rocked her body! "...M...MASTER!..." Calling out the name she had tried to hold back earlier for him, she could feel her sweet peach pouring out her clear nectar onto his beast, their fluids mixing within her tunnel before he pulled out of her. Moving before his cock started to deflate, while the busty wizard was still riding the waves of ecstasy from her orgasm he flipped her over, the girl landing on her stomach, she got back on her hands and knees when he grabbed her hips again, her eyes going wide when she felt him force his way into her untouched ass!

"...M...MASTER—AAAHHHH!..." Squealing out in a mix of pleasure and pain at the tightness of her ass being violated for the very first time, Brandish felt her scream tapering off into a series of meek, needy whimpers when the old man reached underneath her, the pervert easily cupping her huge breasts in his hands, rolling and kneading them around against his calloused palms as if he were trying to squish them into a new bouncy shape, "...Master...ah...what are you?..." Her usual angry demeanor too shattered at the moment to pull herself together, all the naked girl could do was moan even more at the sensations of his hands sliding all over her boobs while he plunged back into her, her untouched ass hole squeezing around his giant cock with each time he went into her, lubricated only by the cocktail of their juices.

Not slowing down for a second, Makarov let out a low, hot grunt as he drew back out of her, molding his hands around her marshmallowy soft globes, catching her nipples between his out stretched fingers while he sunk his cock all the way in, holding it in her ass only to extract another wanting moan of pleasure out of both of them as he pulled back out, fucking the Alvarez babe's round ass with slow strong thrusts, "...Ah...hold...still...Brandish..." He replied to her at last, letting go of one supple breast as he felt every inch of his cock surrounded by her soft booty, he rudely cupped one of those round bongo drums, giving it a firm slap while he started to speed up.

"...Aaahhh...but...old...man...you can't...not...there..." She sighed, Brandish's face falling down as she clenched her eyes shut, her hair falling over them the more he banged her, ramming his whole cock as deep into her supple ass as he could, "...You...can't...MASTER!..." Makarov squeezing her huge boob just as he rubbed her ass one last time, the pleasure overwhelming him as he came inside her for the second time, filling up her secret hole with nothing, but his hot spunk, a small river of it pouring out to join with her pussy's as he pulled out of her. Leaving her as a hot sex covered mess, she rolled back over again, her oversized tits quivering each time she breathed, like two mountains shaking a top her chest, "...M...Master...are you..."

The air leaving her lungs one more time, Brandish's eyes grew to the size of dinner plates when she felt that massive cock of his slide back into her pussy, spreading her out as he got back to fucking her one more time. The hours seemingly flying by, the sun moved across the sky almost as delicately as the young wizard's jugs slid back and forth across her chest with each passing fuck, the day turning to night, she suddenly opened her eyes, looking up at the man she was under the covers with.

"...Huh...what...what the hell am I?...Ah!..." Letting out another one of her remarkably girly squeaks as a large hand moved around just beneath the covers, Brandish looked down to see Makarov gently molding her boob around in his hand, more than half of her huge melon still leaking out over his spread out fingers, "...Ugh...you _still_ haven't gotten enough of those, have you?..." She sighed, wanting to glare at him, but at this point too far beyond able to properly speak to care, she was exhausted, all of her magical power drained after hours upon hours of hot lustful sex. Just lying there, keeping her green eyes on his hands as the other one joined it, the pair kneading around her supple boob flesh in circles, forcing them up like two bubbles towards her chin only to pull him back down, enjoying just how well developed her natural breasts were, "...Yeah...I thought so...I knew taking my top off was a bad idea..."

Makarov bringing the girl back down towards him, she could smell her honey scent on his breath right before he pulled her into another kiss, their tongues slipping and sliding over each other in that sea of honey she had kept so closely guarded, her lips opening up in another moan as she gave into him...again… _'...Mhmmm, so I guess these uppity girls really do like it_ _rough_ _...'_ Makarov thought to himself when he opened his eyes, watching the beautiful girl while he made out with her again, her own green emeralds closed as her silky hair brushed against his neck.

Dropping his hands from her huge bust, he slid them down her stomach, caressing her smooth belly before he found her sopping wet slit, the old man easily able to slip one thick finger in between her pink folds, feeling around as he finally caught her delicate pearl in his grasp, "...EAH!..." Her lips parting to let out one last mewl of pleasure, the old man slowly stroked his fingers along her sex, feeling his cum still drying across her pink flesh. Cupping her entire mound in the palm of his hand before sliding it across it, he knew she was done for now, his lips spreading open in a grin.

"...Mhmmm, go ahead and relax, Brandish...you've paid your debts to Fiore..." That rude finger of his slipping even deeper into her tight pink pussy though, he deepened the kiss, his other hand cupping one supple G cup booby in his palm before kneading it like a marshmallow, "...You're going to need your energy after all..." His eyes moving over the sighing girl's naked body, pressing his own hardening length along her flat stomach again as he started to work himself up for the next round of their heated love making session, "...Because last time I checked there are still _eleven_ more Spriggans worth of damage you owe me for..."

Brandish's bright green eyes suddenly popping wide open again, all that could be heard from her new master's house were her long moans of pleasure as he fingered her, smothering his face once more between her heavenly melons. Her discarded bikini growing cold on the floor by his bed, with how much reparations she still owed, Brandish's body was going to stay just as naked as all the men in her country dreamed it would be for a long... _long_ …time to come…

 **A/N: Personally, I had been _dying_ to write this girl for a long time, short hair, exotic colors, skimpy outfit, curvy body, and huge breasts are all big pluses for me! Brandish was really a lot of fun, her aloof demeanor worked very well with her attitude here, getting and staying annoyed throughout as she is not the kind of girl to flaunt as much as her outfit says otherwise. This story was a commission as well, since you might have guessed that given I changed the Yukino one shot into the current Makarov one so that these can be posted together. Each chapter will have a different girl, loosely connected, so not really a Makarov version of _Natsu's Bouncy Fairies_ but similar. Chapters with two other girls as well as just what kind of footage the old master captured at the Fairy Hills bathes are on their way too so stay tuned for those!**

 **My current _Dragon Ball_ centered poll is still up and running since I didn't want to replace it after less than a week of being up so please check that out. I am starting to get my vibe for writing back again so there should be some more updates being posted on my profile page in the coming week. I am quite happy with how this story came out and with it being centered around Brandish's grumpy naked body how could it not go well? Anyway, thank you all for reading my work, writing it as much a joy for me as I like to think it is an experience for readers, so if you _did_ enjoy this one please let me know in a review, and I will see you all next time!**


	3. Brandish and Future Conquests

**A/N: Oh? What's this? A BONUS update this week? Well you can thank the new year for this extra cookie after the big fat slice of cake that was the continuation of Lucy's most embarrassing day ever! ' _Lucy Bares It All For Fairy Tail'_ isn't your only dose of hot Fairy goodness this week, even if it was the end of last year. So to start this year off right here is another update on me, a mini chapter for this fic to smooth things out a little more...or maybe it was just an excuse to write about Brandish naked...who knows. Either way, Happy New Year and enjoy the show!**

 **A Few Hours After Brandish's Deflowering:**

"Oooooh, what a day..." The old master of Fairy Tail letting out a long, satisfied groan as he made his way back into his living room, he had every reason to be exhausted, though thankfully none at all to be unhappy about, "...To think that a girl as evil as her has such a body..." A matching set of spotted brown bikini top and bottoms hanging from his right hand, despite losing the warmth of their previous owner, they no less reeked of her wonderful feminine fragrance, "...It made that angry look on her face all the more enjoyable when I asked her to take this off..." Dangling Brandish's push up style bra in front of his eyes as he sat himself down in his favorite recliner, Makarov admired it for a few moments. He had her clothes, her underwear, the outfit that both protected what little it covered from lustful eyes as well as represented _all_ of her power and prestige.

Smirking proudly over what he had done, a rustling sound behind him caused the old man to look over his shoulder, the sight of Brandish, the curvy, well-endowed bad girl as nude as the day she was born standing before him, "So are you going to give me my clothes back so I can get going already?..." She demanded, though the thought that anyone could take her seriously looking as she was, was a joke. His eyes dropping down her body, that grin of his only spreading as they darted across her flat belly to the still pinkened slit between her legs. No matter how powerful her magic was under any circumstance, as Lucy found out all too well...to a man...Brandish was little more especially delicious eye candy for the time being, a label which the two soft globes hanging off her chest further emphasized as they jiggled around with her movements.

"...Yeah, I get it...you can see me naked...Get over it old man...I need my clothes now..." Listening to everything she said, Makarov didn't move a muscle, only rolling his eyes back up her curvaceous form to center on those particularly plump thirty four G cup boobies he'd played with so much in the past several hours. Her green eyes dropping down to follow him, she quickly rolled them back up when she saw where he was looking, her arms moving to cross over her bountiful bosom, "...I let you fucking suck my tits all night so will you just stop ogling me and toss me my fucking—"

The sound of her master patting the armrest next to him on the admittedly large recliner getting her attention, if that didn't make her get the picture then the way he smugly waved her bra in front of her did, "...Fine...I'll sit next to you...but if you try anything funny I'll shrink it!..." That bra of hers, the one which every time he held up in front of her only reminded them both of that unbelievably _erotic_ or to her _humiliating_ moment when she was forced to reveal her bare breasts to the old perv, waving in front of her once more, she at last relented. The _last_ thing she wanted to deal with in this life was at last putting her clothes back on only to be hit with the indignity of the perverted old man stripping naked her himself; walking over to the bastard she had a thought...one that might just help her out of her current situation.

"...You know, if you love my boobs so much I'm going to need that back..." Brandish said as she made her way over to him, her smooth round hips sashaying from side to side with every step she took, those pliant globes of her jiggling like the round funbags that they were, "...Unless of course you want them to sag in twenty—Eah!" The greenette jumping up in shock as she wiggled herself into the recliner that Makarov was sitting in, the sudden sensation of the old man's perverted little hands wrapping around her body, cupping her big, heavy tits up so that as much of her creamy softness as he could manage was being supported. Turning those furious green orbs of hers down at his smug, smirking face, she had only one thing to say to him, "...Fuck you..."

Waving away her angry retort, though considering what he was currently holding Makarov did little more than further piss of the foreign beauty by shaking her nude girls around instead, the master of Fairy Tail smirked when she glared at him for that, "...Hey, you're the one who wanted some support, _my_ Brandish..." He chuckled, taking the opportunity to knead her two fleshy globes around a few times before causing her to let out another girlish squeal when he pressed in on those hard pink nipples of hers, "...So now that I have you here...why don't you hit play on the remote..." Her eyes moving to the black lacrima remote sitting beside her, she could feel him wiggling against her, relishing in just how wonderful a naked girl with the figure she had felt against him, "...I was going to watch the video on my own, but now that I'm _supporting_ you...why don't we watch it together?..."

Bobbed green hair waving around her face as she let out another unwanted gasp, Brandish blushed as she picked it up, her eyes moving back to the old man peaking out from over her shoulder while he acted like her own personal bra, "...This _isn't_ a recording of you fucking me, is it?..." She asked, instinctively putting on her most threatening face when she looked at him, the mere idea of the... _lewd_ things he did with her body being on film making it ten times worse, "...It's bad enough I have to let you...you _squeeze_ my boobs around like this as much as you want, but filming it was _not_ in the deal!..." Grimacing as he slid his hands up along her wobbly G cups, rough calloused palms grating against her perky soft boob flesh only to twiddle his thumbs all across her tender nipples.

"...Mhmmmm...Don't worry, my top heavy trophy..." He said with a smile, the look that appeared on the greenette's face one that was so priceless, he was beginning to _wish_ he had filmed her so he could see it without risking death from the bobbed babe, "...It's nothing to do with you...just...a little something I saw a few days ago..." Nuzzling his old fuzzy mustache against her slim waist, the rounded curves of her hips a heavenly pocket of her sweet perfume, he closed his eyes as he lifted up her right boob to point it at the remote, "...Just turn it on...I think it will make you feel _much_ better about the fun we've been having lately..." Looking back up at her, her short green hair grazing the sides of her cheeks when she tilted her head between the remote, and how he was daring to point... _point_ to it with such special parts of her body, she at last sighed...one emerald nailed finger pressing the button, she sat back...as the lacrima became translucent.

 **The Footage:**

It was a couple days ago, not too far away at the dorm exclusively for female Fairy Tail wizards to live away from the prying eyes of their perverted guild mates. That day, the 'beautiful' ladies in question were all taking a bath, enjoying the way the steaming hot waters of their private hot springs felt on their smooth naked bodies, it was a sight _anyone_ would be proud to behold. Folding her arms up behind her head as she let out a deep long yawn, stretching her back muscles, the action caused Erza Scarlet's huge natural thirty six G cup breasts to push out from her chest in front of the courtesy fountain Master Makarov had installed for them. The girls had been so happy to get such an amazing an ornate gift that none of them suspected the secrete hidden camera hiding in plain sight.

The fruits of this wonderful gift capturing everything that was going on in the secluded bathes, it recorded Erza's scarlet red hair hanging down across her shoulders, the entire front of her nude body reflecting in the tiny camera placed into the tap, "Ahhh...now _this_ is the life..." Letting out a long moan as she pulled her arms further back, her massive melons giving a supple bounce on her chest, pink nipples sticking out like little pebbles, the camera slowly moved all the way down, taking in her naked body from those huge jugs, down across her toned strong hips, and onto her neatly shaved pale pussy. She was a goddess of battle as much as a goddess of sex, her body perfected in the art of combat and all the while keeping her fit, firm curves in perfect shape should she ever at long last open herself up to conquest of another kind.

Movement catching its attention as Kinana walked passed the tap, Makarov had recorded through the remote control lens as the purple haired bar maiden let her towel fall down when she went by, the girl's enormous bouncy knockers jiggling all over the place with every step she took, "Yeah, isn't it, Erza?… I love this place so much..." She said, the motions causing her to turn around for a moment, her thicc soft body reflecting in the camera's lens, the machine recording the way her loose F cups jiggled around at even the slightest movement. The girl then turning to walk away, it also captured how her big ass shook along with those wide thighs of hers as she made her way across the room. Water running down her full voluptuous curves faster and faster the deeper she climbed into the spring, she was soon joined by a not so commonly seen pink haired beauty.

"...No kidding...maybe I actually will join you guys now...I could stay naked in here all day..." Meredy joked as she elbowed Lisanna when the cute little mage tried to jet on by her, the younger Strauss girl's towel falling off leaving her nude body and perky D cups bouncing out in front of the camera, "...Mhmmm, better watch out...someone might be watching..." The mischievous visitor giggling to herself even more as she too closed her eyes to enjoy the steam in the room, the lens traveled up and down her fit, but soft body, focusing in on her round E cup melons, her nipples hardening in the air out of the water before traveling down to the tiny scrap of pink fur right above her pussy, the girl's infamous head of bright pink hair proven to be natural in the best was possible!

The sounds of small feet chasing after the fleeing Lisanna, Wendy, time having done wonders to her now eighteen year old body, stepped over, helping the transformation wizard put her towel back on, "Here you go, Lisanna...just ignore her, okay?..." She said, that smile everyone had always loved meeting the white haired girl's one. Her friend's modesty protected, Wendy turned to walk over to the pinkette, her long blue hair spreading across her pale nude body as the two naked girls began to argue. Just like her Edolas counterpart puberty had hit Wendy _HARD,_ her boobs now a big pair of perky E cups, they stuck slightly upward even though they wobbled every time she moved, the light pink hue of her nipples the perfect accent to her powder white funbags. The girl's fantastic body shining like a sapphire in the camera lens there was no missing how much she had developed. And with the way her round hips flowed out while still staying bouncy and firm, she was like a combination of Lucy and Mirajane's bodies, with all the curves of the model and soft, yet jiggly perk of their unwilling Miss. Fan Service all wrapped up in an eighteen year old's body.

 **Fast Forwarding for several minutes due to the left cheek of someone's ass standing in front of the lens:**

"...Uhh, Erza...everybody?..." Wendy said looking around, the other girls in the room all smiling at her, even though she was fully grown the girl had still kept that innocence about her in every way, "...I've been wondering… How am I supposed to get a boyfriend when guys only stare at my chest..." Her words causing everyone else in the hot bathes to blush, as somehow none of them had managed or in the case of Cana, even cared enough to try getting a boyfriend. The closest girl to having a man was Lucy and it was arguable that half of that was because Natsu always seemed to have his face squished between her naturally enormous H cups anyway.

Mirajane letting out a small sigh as she hiked herself up in the bath, the water level slipping against the bottoms of her own perfect globes, she looked over her shoulder at the youngest girl there, "Sorry, Wendy, but none of us can help you with that..." The older girl said sinking back into the steaming hot water, her sopping wet flesh disappearing from view the deeper in she sunk, "...Apart from that one kiss Erza had none of us have even gotten to first base with a guy..." The bluenette's facing sinking a little, she gently hefted up her bouncy girls in her hands, the little dragon slayer blushing the more she thought about it.

Meanwhile, a singular droplet of warm water running the whole way down Erza's naked body, the full frontal view the camera was getting followed it down, sliding up and then down across her huge boobs before skidding into her belly button, the lone drop of liquid dragging itself across her skin before pooling around her budding clit, "...Girls...please...just relax, we can all—Ugh..." A sudden shiver striking the bare knight, Erza froze, Mirajane just having gotten out of the water making her way by her she felt it too, the white haired bikini model stumbling back into her rival, her towel unraveling from around her body before pooling at her feet, "...Ahh, Mira!… What...what the hell was that?..." The redhead asked her friend, Mirajane merely shivering along with the other girls despite landing against the larger fairy.

"...That...I just got a _really_ creepy feeling..." The older Strauss girl shook, her lips quivering even in the hot room they were all in, her body moving to lean off of Erza, the images in the lens captured it all, the model's huge pale white double E cup boobies bouncing and jiggling around as she suddenly started squirming, her hands shooting up to reveal her entire bare body. A few squeaks and squeals coming out of her lips, it followed the soft, round contours of her hips, only to center on just how smooth and perfect they were, the kind made for a bikini to wrap around, before zooming in on her freshly waxed peach, the lips beginning to part as she suddenly squealed again, "...Ah! Erza! You...what do you think you are..."

The camera zooming back out again, it shot up to record everything that was happening above, a wide perverted smirk spreading across the redhead's lips, Erza was whispering _lewd_ things into the model's ear, the red faced Mirajane wriggling around helplessly while her clearly stronger rival roughly massaged the model's natural breasts in ever tightening circles. Pressing them in just to loosen her grip, Erza molded them around and around, squeezing her bouncy knockers into little torpedoes before letting them go, watching them reform into perfect white globes on her chest only to grab them up again, tweaking the girl's nipples as she leaned down, chuckling right as she squished them together. The camera about to have a nosebleed itself just at watching Erza sink her fingers into Mirajane's big tits, her own pair of melons bubbling up against the other girl's back, the model suddenly let out a long, needy moan as the knight squished her spectacular funbags into every kind of wonderful shape she could think of!

 **Makarov's Home:**

"AH! AH! AH! AH! AH!..." The image of Mirajane squealing and squirming around as Erza giddily plied her bouncy globes until the pale white flesh started to turn pink still showing on the lacrima...over on the other side of the room, the recliner was laid all the way back, "...FUCK! FUCK YOU, OLD...AH! AH! AH!..." A certain bad girl's underwear shaking in a constant rhythm as they hung down from the edge of the arm rest, the loud moans of their owner covering up _any_ sounds coming from the lacrima, "...DON'T YOU...AH! FUCKING DARE!...AH! LET GO OF MY BOOBS!..." His manhood stretching her poor little pussy to its limit, she could take it rough, but the one thing she was not dealing with was her boobs bouncing around beneath her like...like…

Like the one thing that _all_ girls with a body like she had would turn red faced at being called, "...AND FOR THE THOUSANDTH TIME...I...AH! I'M NOT A...AH!...AH! AH! AH! AH!" Her word quickly falling apart in a sea of gasps the harder he slammed his cock against her bouncing ass, Makarov wasn't about to call her a 'cow' again for how her enormous breasts were hanging beneath her as he had his way with her body...but he was going to keep on enjoying seeing it, "...FUUUUUCK! I CAN'T BELIEVE...THIS OLD PERVERT IS STILL—AH! AH! AAAAHHHH!"

Brandish's loud, angry moans of pleasure echoing throughout the house, that lucky old man made _sure_ he did just as she asked. Pounding his rock hard cock into the bad girl as her huge thirty four Gs bounced and jiggled over the side of the recliner, her body pinning her forsaken underwear against the armrest as she had her brains fucked out to her heart's content, "...Yes...Agh! Whatever you say, Brandish!..." Grinning the harder he slammed his pelvis into her bubbly ass, once more Makarov reached up, his calloused old hands easily kneading those huge _plump_ boobies of hers around in his hands just as Erza did to Mira's on the forgotten lacrima. As much as the old man had wanted to finish re-watching that footage for the dozenth time...he only had Brandish and her curvy buxom body to play with...for another...oh... _twelve_ hours…

The greenette's bra and panties falling to the hard wood floor...it would be a long... _long_ time before she would be needing them again, not that Makarov had _any_ intention of giving up his trophies once his fun with her was over. Yukino's old bra and panties...the pair which the old master of Fairy Tail had so happily stripped from her bare body before ravishing her sweet curves just the same hanging above his bed, so too would Brandish's join them. At least Yukino had been wearing _some_ clothes other than her underwear that day when she was tricked into giving her virginity away… Unfortunately for Brandish though, considering the place where her most important pieces of clothing were going to be staying when she at last left Makarov's lap...the buxom bad girl of Alvarez was in for one long and... _humiliating_ naked walk home...

 **A/N: Damn you, Makarov for hogging all of Brandish's bountiful curves all to yourself! Yeah, maybe it was an excuse to write more of this beautiful girl with her green bobbed hair...but I think it was worth it in the end. As is the case with this whole story it is commissioned, with the commissioner and I ironing out the outline before I write it all out and edit it all, though this chapter was a little different.**

 **Originally this chapter was a one thousand word section of the Brandish lemon chapter, but while editing it I felt like having a two to three page long scene of Makarov thinking about other girls naked would have distracted from the plot of...oh him getting to make Brandish Myu strip naked for him. And considering just how well that all turned out I think you all would agree.**

 **So, after cutting it out and informing the commissioner, who gets a copy of both at any rate, I made the change. Then so as not to waste all that writing and lose out on the fun of it I wrote another two thousand words around it to flesh it out some more and connect the current three chapters of the story together better. Though I think with how this ended Brandish wouldn't be too happy with me XD**

 **The next three chapters of this story are written including a girl that ALL of you are dying to see the old master have some fun with. My current poll is still up and running and by the looking of things most people have one beauty that they really want topless XD I love writing these stories and am enjoying Fairy Tail fics more and more so maybe NBF will get its next chapter soon. But in the meantime please if you enjoyed this chapter or this story, please let me know in a review!**


	4. Mirajane and Sorcerer's Magazine

**A/N: After a long hiatus we are back in action! For the first post in too long here is the latest installment in Makarov's quest to get all the most lovely ladies in Fairy Tail right where he wants them. Bear in mind everything is still happening in the correct order so if this or other chapters seem to be out of line with the rest then simply keep on reading to the end and it will all work out. This chapter is a little unorthodox compared to some of the others, but it'll still pack a wallop so sit down, relax and enjoy the bouncy show!**

 **Weeks After The Grand Magic Games:**

"UNBELIEVABLE! Both Mirajane Strauss and Jenny Realight have been _disqualified!_ That means that not just one, but each of them will be modeling _completely_ nude for the upcoming issue of SORCERER'S MAGAZINE!"

It had been a few weeks since those words were announced over the loudspeakers at the arena of the Grand Magic Games, and now it was time to pay up… "I can't believe I actually have to do this..." Mirajane said to herself as she made her way down the hallway to her dressing room, or should she say, stage, "...I mean...at least for me it's a one time deal...a single lacrima broadcast..." Following the mutual disqualification of Mirajane and Jenny, it was accepted that both girls had lost the bet, and so had to model nude for the magazine, "...Poor Jenny though...to think that will be _millions_ of pictures of her naked sent out across Fiore..." She said as she at last reached the entrance to her room; the magazine, deciding that there was no way of getting the pair to cooperate on organizing shoot days, had given one the option of modeling full frontal nude on the magazine...and the other… "...Here we go...I guess...a single broadcast of me...taking off and... _modeling_ clothes..."

Twisting the door knob, there was bright side in all of this...while Jenny would baring it all to the cameras all by herself, Mirajane had been allowed to take one person with her for her show...and she'd chosen the one man who she knew would support her more than any other, "...This is going to be so embarrassing, but thankfully I know Master is here to keep my spirits up..." The door pushing open, the white haired fairy girl was greeted by the big cheesy grin of her Guild Master, Makarov, "...Hello, Master...are you ready to get this over with?..." She said the moment she caught sight of him, the old man meeting her gaze, though only for a moment. His lecherous gaze drifting South immediately, was he really to blame? With a body like Mirajane Strauss' laid out before you how could one not have a quick ogle?

"Ohhhh, I am _always_ ready to see my beautiful little Mira-chan in pretty clothes..." Makarov groaned, though while still keeping his voice rather chipper, his perverted wishes coming off more as a lighthearted joke about a bad situation, "...But then again you've always looked good in _anything_ , Mira-chan..." The girl instantly closing her eyes in a smile when she heard his kind words, it was then that the old man knew he had a chance to check her out. Running his eyes down her curvaceous figure, there was never any doubt that Mirajane was a bikini model when people looked at her. At the moment she was clad in the tight black dress she'd worn while not competing in the Grand Magic Games.

The long, thin little number stretched down her entire body, but still somehow seemed to show off her curves in all the right places because of how thin it was. The material hugging the top of her body, while it did a lot to hide them, there was no obscuring just how big Mirajane's boobs were. Stretching out the black fabric, her huge thirty four double E cup globes wobbled slightly with her every moment, their perfectly round perky shapes letting them bounce and jiggle while never seeming to sag, _'Oh, indeed, who would want to wait to see the sexy Mira-chan take all of her clothes off?...'_ Makarov said in his head as his eyes centered on the girl's well-endowed chest, slowly circling around them in disbelief at their size. There was a small line of cleavage showing above the black curtain, but not much, and certainly less than her heavenly huge bust demanded, the white frilly line of silk going around it and blocking even more. Worse still, between her dress and the bra underneath the cool air wasn't hitting the white haired fairy just yet, and so the little pink nipples he knew she had underneath were still soft and small...not that they would always be that way today.

Letting his gaze drift even further down her body, despite not showing at the moment, Makarov knew that the model's perfectly flat, yet still soft belly ran beneath the dark fabric covering her, the way her dress hung down and tied with a lighter black ribbon below the curve of her bosom before suddenly splaying out with the curves of her hips proof of that, _'...And then those hips of hers...'_ The man groaned inwardly at the sight of them, if her boobs were bikini model grade then so were her hips, each side as perfectly round as she bulging edges of an hourglass, they blossomed out just at the midway point of her dress, another layer of white silk meeting the eye as they made it flare out before slowly sloping back down, the old man dreaming of the large apple shaped booty on the other side. Her dress going the rest of the way down, it spread out even more than her luscious curves could ever make it do, the ends landing just above her black dress shoes.

"...Ahahaha! You're always such a sweetheart, Master..." Mirajane said giggling to what he'd said about her clothes, the beautiful maiden not at all realizing just exactly what he meant when he talked about her that way, "...Thank you for coming...again...I don't think I would have been able to do this in front of the camera alone..." Her blue eyes turning to the device sitting behind the old man, little did she know that before she'd arrived a certain lucky old pervert had tampered with it...now not only would it _not_ record her undressing, but now _he_ would be privy to a private one on one strip show with the lovely Mirajane Strauss. A few errant sparks leaping out of where he had torn the battery out of it, to the white haired fairy it seemed to be working now as it made weird noises.

A light dusting of pink spreading across her cheeks as she turned back to look at her Master now, Mirajane sighed, "...Well...I guess it's about time we get started then, huh, Master?..." She said, that lucky old bastard simply nodding back at her, his face lighting up with a grin bigger than the time he'd found out where Kinana would get changed before serving drinks at the guild, "...Okay...here goes nothing..." The sweet, caring look on Makarov's face evaporating in a flash, Mirajane slowly reached behind her neck, her fingers moving around as she quickly untied the laces holding her dress up. The old man who had been so brave as to hold the model's hand on this biggest show of her life staring in awe, Mirajane's black dress slid right down her body, leaving her in a pair of matching lacy black bra and panties.

Oh, he was a lucky man indeed! The Big Strauss girl's panties were held up with a tiny bow knot on either side, revealing miles of long, pale white legs to his wanting eyes as she stepped out of her dress. The white haired girl's bra meanwhile simply had the one big strap in the back, although how it managed to stay up under the weight of the two lily white globes of bouncy fat wobbling around on in its cups Makarov neither cared nor wanted to find out about, _'...Heheheh...I am seeing a lot more than_ _nothing_ _, Mira-chan...'_ He thought to himself as she bent over to get the rest of her dress off of her shoes before kicking them off as well, the babe unaware that she was giving him a perfect look straight down the front of her bra from mere feet away.

Makarov's eyes burrowing between Mirajane's huge double Es, imagining bouncing around on top of them, the dream ending as she stood back up again, her plump jugs giving a joyous bounce as she righted herself. Speaking of eyefuls though, at long lat her could see her legs! Those long pillars of female figure going on for days and days, Mira's weighty thighs were just the right size, not thin, but not fat, just plain curvy, each one leading down into a long stretch of skin, Makarov didn't know whether to keep trying to find their end or go back to waiting for the Strauss girl to spill out of her bra! "...Don't worry, Mira-chan...Master Makarov is here in case you need...anything..." Groaning a little louder now the longer he watched her for, the old lech had to be sure to cross his hands over his crotch while he stared at her in her underwear, lest of course she looked down and saw the massive bulge he was sprouting ogling her!

"...Go figure that perverted editor would ask me to model as a school girl first..." Mirajane said as she started to put on her first outfit, the scantily clad body Makarov had been so much enjoying looking at being covered up in a matter of seconds, "...Although considering I never actually went to school...I think I kind of like it..." The snow haired beauty's words going right over her old Master's head the whole time she was changing, he didn't really care what she was saying, because right now his eyes just couldn't stop staring at… "...It would just be nice if they gave me one the right size..." Several heavy bounces causing the front of Mirajane's shirt to stretch to its very limit, Makarov was in awe nt only by how hot she looked dressed as a sexy school girl, but on top of that...how in Earth Land the buttons were holding on!

 _Boing! Boing!_ The beautiful mage's huge double Es wobbling around in her button up shirt despite her bra's best efforts to contain them, even the smallest movement was enough to give the old man in front of her a show! _'...Oh, Mira-chan how I would have loved to have seen you in school...' _Makarov thought dreamily as he gazed upon her, relishing in how her new outfit seemed to hug her curvy body like a second skin, even though little more than her long legs were showing. Having let her hair down so that her short bangs slid across her forehead as she tilted her head to the side at her Master's silence, he just continued to enjoy the view. Mirajane's school girl uniform couldn't have been better if he had picked it out himself, the top being a short sleeve white button down shirt complete with a cute little red bow tie below her neck, _'...But of course we both know you would have been far too busty to go to class without everyone staring...' _

That sly grin of his growing just as wide as the front of his pants were ogling the sexy fairy girl his eyes slowly dropped down to the main show of this outfit, the pure white fabric of her shirt stretched out to its very limits by her huge bosom, the buttons holding it together appeared moments from popping off! _'...Not that they would ever get to see what they look like bare...'_ The memory of the model in her underwear still fresh in his mind, Makarov could just barely see traces of soft, bouncy flesh through the stretched out button holes, the snow haired girl's body begging to show itself off just as much as a real high school girl. Letting his gaze gently go even lower, Mira had on a tiny, and he meant _tiny_ gray plaited skirt, the thicker material going down to about mid-thigh before cutting off entirely, _'...Those legs of yours on the other hand...'_ The old pervert's breath suddenly sucking back into his lungs, he almost choked when Mirajane started strutting around in front of him, or the camera.

"...I suppose they want me to do the school girl walk too, huh, Master?..." Merely nodding his head up and down at her idea, Makarov watched her strut her stuff in front of him, the world class bikini model first walking passed him one way, and then the other. And oh, was that tiny skirt of hers working its magic! The gray skirt jostling up with each step she took, every time showing off more and more of her long pale white legs, the girl's longer strides even flashing a hint of those lacy black panties he knew she was wearing underneath it! "...Well, Master?… Do you think I've done enough in this little girl's outfit?..." The bar maiden asked again, the old man far too busy at this point to do more than nod back at her, his eyes bouncing up and down along with her heavy breasts each time she took another step, those wonderful globes of flesh bobbling around against the tight white fabric of her shirt so much that before she could even finish her next sentence, "...Master?...I was asking you a quest—EAH!"

A hard white button hitting Makarov in the forehead as Mirajane's jiggling double Es popped the top of her shirt wide open, exposing a deep valley of jostling cleavage, the old man's head finally fell down, a long trail of blood leaking from his nose at seeing the hottest girl he knew actually pop a button off with her boobs, "...Ye...Yes...Mira-chan...Go...Go ahead..." He said trying to right himself the whole time, wiping his nose with a rag as he sat up straight again, a devious idea entering his mind, "...But I think when you change again...this time...you should take off your bra and panties as well..." A bright red blush spreading across the busty young mage's cheeks at his request, Mirajane was just about to squeal in shock at her Master telling her to do such a thing when, "...Remember the bet?… Poor Jenny is posing nude as we speak...it would be a _great_ show of good sportsmanship if you stripped naked as well..."

The Strauss sister gritting her teeth together as she thought about it, how embarrassing it was going to be showing off her bare body to all of Fiore, at long last, with a heavy sigh, she gave in, "...Okay, Master...You're right...I guess I owe at least that much for losing the bet..." Reaching down to the top of her shirt, or where the second highest button was, she slowly started to undo them. One by one her shirt popping wider and wider open, at the same time she unbuckled the front of her skirt, the gray material sliding right down her long legs just as she shrugged her shirt off of her shoulders, "...Ugh...this is so embarrassing..." The snowy haired babe giving the camera that to her was still rolling a nervous smile, it was then that Makarov knew that _he_ was the true winner of her and Jenny's bet, "...At least I've got you here instead of some weird pervert, Master...' Mirajane said looking at the old man, the whole time completely unaware that she was giving him his own private peep show.

"...Yes you do, Mira-chan...Yes you do—OOOOOOOOOOO!" The old Master of Fairy Tail offering his words of reassurance to the fairy, his eyes just about popped out of his head like her button did when she reached behind her back! _'...Mira-chan...I can't believe it! Mira-chan is...'_ Grasping the clasp holding her bra together with both hands, with a few small tugs of her fingers suddenly Mirajane Strauss' bra popped off! The tension of her huge double E breasts pressing out against the dark material as she undid the back, it suddenly sprung into the air, the bikini model's bra landing on Makarov's head just as he watched in awe as her huge boobs bounced and jiggled into view, _'...MIRA-CHAN IS TOPLESS!'_ Makarov's tent in his pants getting so large he had to pull her bra down just to cover it up, all he got do was marvel at those two beautiful marshmallows wobbling around in the open, each one as perfectly round and perky as they looked in her string bikinis, the pale white globes each capped with the hardest little pink nipples he had ever seen!

Mira's wondrous peaks sloping down as she bent over, her perfect breasts keeping their shape all the while, Makarov could feel his cock threatening to tear through his trousers as, hooking a finger into either side of her panties, Mirajane slowly slid those down as well, "...At least Jenny is having to do this as well..." The mage said while she let her lacy black panties slid right down her wide thighs, the material getting smaller and smaller the lower it got before at long last being kicked off of one foot, "...And I swear if after this all her pictures have her covering up I'm going to be livid..." Perching her left hand on her hip, cocking it to one side as she spoke, Makarov didn't even register the sensation of her sweet smelling underwear landing on his head because of how focused he was on her...her...the sexy...the beautiful...Mirajane Strauss... _completely_ NAKED!

The old pervert's dark eyes wiggling into the small space between her legs, she was just as smooth and creamy down there as she was up top! Roaming all over her naked body, Makarov was making sure to memorize it in all of its nude glory. Mirajane's long snow white hair still undone from its usual style, flowed down her back, the front bangs ending just above her lovely blue eyes, the deep red blush on her cheeks the perfect compliment to her pale skin. Speaking of pale though, the fairy fidgeting in embarrassment at the camera 'filming' her nude figure, all she managed to do was send those spectacular thirty four double E funbags of hers bouncing and jiggling against each other, each perky melon bobbling around whenever it collided with the other one, her continued nervousness only causing her pink nipples to stay just as rock hard under his gaze as they were when she first stripped topless.

His lustful gaze traveling ever lower though, he could not believe how long and soft her flat belly was, she truly had the body of a bikini model more than Lucy or Erza did despite the pair's love for wearing them. Her midriff sloping down the only way of seeing she even had a waistline was where her wide round hips started, each one curving outward even while his gaze moved inward, the old man's jaw dropping wide open as he finally got the eyeful of a lifetime! _'...Mir...Mira-chan's...pussy...it's so...so...'_ Unable to even keep his mind straight the whole while he stared at it, her snow white mound being parted just enough to allow him a nice view between the pale lips, the secret light pink pair hidden between them lined by just the smallest amount of moisture, _'...It's getting so wet from stripping like this...'_ Grinning to himself more than ever before, Makarov failed to notice the girl starting to get dressed into her next outfit, that is until she turned around to pull up the bottoms, "...Oooooh...What a Fairy Tail..." The words slipping from his mouth, he just couldn't help it, his mind occupied by nothing less than the view of Mirajane's big, plump booty sticking straight out towards him, the girl's bubbly white cheeks wobbling as she slowly pulled the red and white micro skirt the rest of the way up.

"...There! I never thought I'd be so happy to be back in the sort of thing Lucy would wear again! Hehehe!..." The old master somehow managing to close his jaw up, he had enough sense left to quickly stash away the model's shed underwear before she could notice it was missing, "...What about this one, Master? What do you think?..." A pair of pink bra and panties left lying on the floor at the girl's feet, he stared at them for a moment before looking up, the sounds of her wonderful singsong voice calling to him, "...Yeah, I know I didn't put the underwear on, but this costume is just so tight I could barely fit in my large...eheh...Sorry...I shouldn't talk about those around men..." Makarov raising his head higher and higher he couldn't believe what he was seeing, Mirajane dressed as the greatest gift giver of all time...complete with her own to overflowing sacks of… "...Hey! Hey! Merry Christmas, Master!..." The snowy haired babe striking a pose in front of him, the girl leaning forward, one hand pressing into her round behind while the other held up a 'V' sign in front of her face, "...I think wearing this outfit is an even better gift than seeing Jenny naked, am I right?..."

His head bobbling around on his shoulders like a doll, the old master's gaze shot all over her body just as much as he wished he could with his...other parts. Her hair once more done up in her signature front pony tail, Mirajane had a cute Santa hat perched on top of her head, although compared to the rest of her costume it covered by far the most skin, "...It's a Merry Christmas indeed..." Makarov said to himself all the while he enjoyed the sight before him, that hat of hers leading the eye down, if he had thought her bra had seemed tight then her new top was even worse! Half of the white haired fairy's huge bosom mushrooming over the top of her fluffily lined red top, he bet that if she leaned over much more she would simply spill right out of it! The red tube top more like a band of silk around her chest than a real attempt at covering anything! "...Heheh...Careful, Mira-chan...Any lower and you'll show me—everyone your big presents..." The words leaking from his lips before he could stop them, luckily for the old man the girl seemed to mishear him.

"...What's that? I forgot to slip in some presents?..." Mirajane asked giving the lucky viewer a questioning gaze before suddenly standing up straight again, the force of her rise nearly causing her huge boobs to bounce completely out of her top, luckily for her only one pink areola spilling up over the fluffy white lining, "...Good memory, Master! I don't know what I would do without you!..." Turning around to grab the final piece of this outfit she had to model, Makarov was treated to another tantalizing view of the Strauss girl's perfect ass, the fabric of her red micro skirt hugging the curves of her ass so tightly he could make out how each round cheek moved around underneath it, "...I can't believe I forgot it...And to think if I mess up a costume I'll be forfeiting again!..." Bending over just a little more to pull out what she needed from the sack of costumes, the old pervert let out a low groan as her skirt rode up even higher on her shapely hips, the sight of her tightly closed pussy appearing out between her thighs before she stood back up again, "...All done! How do I look, now?..."

Up until now Makarov had no idea of just how close he had been leaning in towards the babe's scantily clad booty, but as she turned around he nearly got hit in the face by the candy cane...sticking out from between her overflowing cleavage… The stripped red and white cane easily six inches deep between her huge breasts, the top part still moved around just as her jugs did every time she moved, the sticky sugary treat so tempting to reach out and lick...although not nearly as much as the powder pink gumdrop poking out at the old Master, "...I...I wish it was Christmas every...day..." Makarov, his mouth going dry with desire managed to spit out the longer he stared down the front of Mirajane's Santa top, the never ending valley of her heaving bosom drawing him in, demanding that he press his face between those marvelous globes and rub them against him until he dug that lucky candy cane out.

But before he could smash his big head between Mira's huge knockers, she suddenly stood up straight again, his mind once more turning into mush as she stripped completely naked again, the old master too busy staring lovingly between his nude fairy girl's smooth thighs to catch her tying down her bouncy double Es, _'...Mira-chan naked...I could look at this sight all day for the rest of my life...'_ The old man thought to himself, the entire time sliding his eyes all over her nude flesh, all between her legs and up along the cleft of her round ass, _'...Now if only I could_ _feel_ _them too...What I would do to smother myself with that girl's enormous pair of...'_ Shaking himself out of the dreamworld he could feel himself slipping into, there was no way he could allow a moment of this show by the beloved Mira-chan to slip by!

His vision clearing up once more, there she was, the girl clad in what fit her best...a bikini...but not just any bikini was she wearing for the camera of Sorcerer's Magazine...and him...it was the very same bikini that Jenny had yanked off of her at the water park! What a view that had been! The bikini model helpless as her top had unraveled from around her chest, her heavy, perky breasts bouncing and jiggling into the cool air of the park as Jenny stripped her, Mirajane's much sought after double Es on show for the very first time! Drooling a little at the memory of it, the old master having been lucky enough to trip over his 'slightly' younger guild members, knocking the old men over just before it happened to give himself the best view he could, now though she had it on again...and he was enjoying it just as much! "...At least Jenny isn't here to tug it off of me like last time..." Mirajane said as she finished tying the sarong part of her deep blue bikini around her waist, the material hugging around her bottom, but not covering much of it.

"...Yeah...good...thing..." Makarov replied, his eyes running up and down her body the whole while, not that it mattered much, between the two wardrobe malfunctions she'd had so far and the fact that she had just stood there giving him a full frontal show of her nude body twice, the old man was fine with her not being exposed this time around, _'...I can just imagine it happening again though...'_ Oh her bikini just looked so good on her, as much as he preferred some of the string bikinis she'd worn during her match with Jenny Realight, this one held a special place in his heart because of her mortifying mishap, _'...Now that I know what_ _all_ _of your body looks like naked...'_ The twisted blue halter style bikini top cupping the ends of her large breasts, they still showed off a hefty valley of cleavage above them, the band of fabric only connecting behind her back where Jenny had tugged it right off.

Miles of pale white skin separating her top and her bottoms, he knew it was just a simple pair of blue bikini bottoms underneath, but that sarong of hers just tempted the eye, constantly making him think back to the revealing glimpses at first her panties and then her soft sex he'd gotten earlier in her modeling show, "...Heh, I appreciate the looks, Master, though I think you might be overdoing it for the camera!..." That deep valley jiggling as the girl giggled at her Master, Mirajane unbelievably thankful she had someone there to support her while she posed like this, the old man even going so far as to make those faces at her to cheer her up! "...Am I everything you boys remember from the games or what?..." Smiling confidently at the camera, and in turn the lucky old bastard sitting beneath it, Mira turned around, one small hand spanking her tight blue bottoms as she stuck her booty out at it, the girl quickly spinning back around once more as she faked distress, the back strap of her bikini top starting to come undone.

"...Oh, no! Not again! Kiyaaaaah!..." A mischievous smirk spreading across her pink lips as she leaned forward, her hands just barely catching her bra before it fell from her chest, once more letting her huge boobies bounce free from the tight confines of her top. A sudden large yellow spark exploding out from the 'working' camera as she made an embarrassed face towards the lens, the babe biting her bottom lip the whole time she pretended to be embarrassed "...Heheheh! Too much, Master?..." The world class model letting that smile of hers return in full, her Master merely managed to nod back at her, for the third time that day the man silenced by the power of her sexy body alone, "...I'm glad it's over at least...but for the record I'm _not_ paying for their camera, heheheh!..."

Makarov still a drooling, blushing mess of a man, he couldn't even bother to try concealing his bulging erection at this point, the massive tent in his pants rising straight up in the air the whole time he watched the sexy bar maiden undress a final time, "...I know it must have been _so_ boring watching me try on clothes, Master, but I really appreciate you coming..." The snowy haired fairy dropping her hands down to her waist, she let her bikini top fall down to the floor, her heavenly double Es bouncing out like a pair of oversized water balloons in front of the lucky old man just as they had at the water park those weeks ago.

"...At least it's over now...I am _dying_ to have a bath in the hot springs they promised I could use afterwards..." Wrapping her nude body in a short white towel, her silky white hair falling back down across her forehead as she untied her front ponytail, Mirajane turned to give her loyal Master a peck on the cheek as she made her way out of the room, "...Thanks, again...I know I can always trust that you'll have my—EAH!" Her feet taking that first step towards him however, she tripped on the pink bra she'd left on the floor! Makarov looking up just in the nick of time, even he, after all that he had seen today felt luckier than any other man alive at what happened next. The eldest Strauss sister's towel unraveling from around her body, the white fabric fluttering out to either side of her, everything that was the most popular bikini model in Fiore's nude body expanded out in front of him!

Taking in the sight of all of her, everything from the snowy haired girl's heavy breasts to her round hips, that slightly parted pussy of hers and her smooth belly, all of it, as if moving in slow motion pressed against the old man! His eyes growing to the size of dinner plates, he relished every last second of it as Makarov's face squished between Mirajane's huge natural thirty four double Es, her soft, perky boobies bubbling up against his face even as a single hard pink nipple slipped between the old Master's lips, the sweet taste of her flesh just as wonderful as how Mira-chan's naked body felt rubbing all over him! _'...Mira-chan...I can feel...Mira-chan's naked body is on top of...'_ Unconsciously smothering his face in between the girl's funbags, the old man bouncing each of her hefty globes around his face as he took in every single second of her nude figure on his, he truly was...in heaven...that was until she finally stood up…

"...EAH! I'm so sorry, Master! Please forgive me, it was an accident!..." Not realizing what the hard thing that had been pressing against her inner thigh was, Mirajane didn't even give it a second thought as she quickly reached for her towel, "...And after all you did to help me, please don't be mad!..." Wrapping the poor excuse for a towel around herself as best she could, though Makarov could still see most of the girl's huge tits bouncing over the sides while her round booty hung out the back, "...Really! I owe you for helping me with this! But I've got to go...Now!" Squeezing her eyes shut in pure embarrassment, her cheeks burning with red at what she'd just done to the old man, Mirajane bolted out of the room, the last traces of her being the gentle sounds of her huge bosom bouncing up and down as she ran down the hall towards the girls' bathes.

 **The Present, Several Years After the Defeat of Alavarez:**

"Uuuuhhhhh...what a wonderful day that was..." Makarov groaned in pleasure as he remembered back to that day after the Grand Magic Games, the sight of Mirajane Strauss' naked body falling through the air before cushioning itself against his face fresh in his mind as if it had happened just yesterday, "...Hmmm...now if only I could have her like... _this_ as well..." That wide perverted grin of his peering down at the girl between his legs, the old man let out another low groan as Brandish shot him one of those sexy angry frowns of hers he loved so much.

Leering eyes running up and down the annoyed look on the girl's face as she slowly pumped her huge thirty four G cup boobies up and down his aching cock, the furious scowl she was sending his way getting that much angrier as he sank his hand into her silky green hair, pushing the over-endowed girl's mouth onto the throbbing purple head, "...Ahhh...Yes...though I'm not sure if a _pure_ girl would be able to put her mouth to work like a girl like you can, Brandish..." Her green eyes staring up at them, they suddenly shrunk to the size of pin heads once more as he came inside her mouth, a flood of the old man's white spunk pouring down her throat until it leaked out of her mouth, big globs of it running down to sink into her huge breasts below, "...Such a slutty girl you are, Brandish...showing an old man those humongous breasts of yours for free..." Smirking with pride at the victory prize his fairies had gotten him in victory, all he could think about was seeing Mirajane in front of him like this, "...How about you bring them up here so I can play with them some more?..."

"Fucking old man...You better stop making fun of my boobs already..." Brandish barked back at him, though still she did as he ordered, the old man letting out a hearty moan as she squished those soft, bouncy boobies of hers all over his face, the wonderful feeling of a young girl's tight, jiggly flesh everything he could ever wish to feel, "...I'm only letting you see me naked because I—hey! Are you even listen to me?!" Her bobbed green hair flailing around her face even while she continued to rub her massive knockers all over Makarov's face, all he could think about...was just how he was going to get Mirajane naked again...but this time...doing everything he had with the nude girl between his legs…

 **A/N: Different in some ways, but still a lot of fun I think, certainly a good teaser to when Mirajane has her turn with the pervy old master of the guild. I have another two chapters already written and just in need of edits so far with one of them being a full blown lemon with a certain scarlet beauty. Then of course the ultimate chapter is currently being written where Makarov might just end up living the dream that all the men of Fairy Tail have dreamed of doing since a certain new guild member walked in the front doors. I am sure a few of you know which well-endowed lady I am talking about wink wink.**

 **Concerning other business, I will be posting the next _Gohan's Blonde Future_ chapter next time around or perhaps sooner as I haven't posted much so far this year. Commissions are also coming along again with another slot opening up since I finished one yesterday. Then in the poll I have had up for a long time, which was essentially asking which DBZ girl would Master Roshi most want to sleep with, of course the amazing Bulma came out on top in the final stretch, defeating Android 18 and Maron for the top spot. I am glad that Roshi apparently never lost his original lust for the first girl to come to his island XD**

 **Now for the new poll, I was thinking I'd like to do another Fairy Tail one again given this fic and some other stuff I am writing so, 'Who Do You Think is Makarov's Dream Girl?' the choices are limited and only one vote each this time so please head on over to my profile and cast your ballot! Remember this is an opinion based poll not a voting for a chapter just to be sure; and with that said I pray you all enjoyed the update, and if you did please leave a lovely REVIEW, seeya next time!**


	5. Erza's Womanly Ascension

**A/N: HELLOOOO! And welcome back after TOO long of an unintentional hiatus in Fairy Tail updates to the latest and possibly greatest chapter of the story thus far. It has been a long time since I posted the last chapter and I have had this one waiting to be edited for quite some time, but at long last I got off my lazy but and did it. As some of you may have noticed chapter 4 wasn't edited, I still need to go back edit it and update it, though for now you can enjoy this NEW chapter. Just as a little teaser as well what finally got me to get going on editing this chapter was the fact that I kinda...maybe went crazy and wrote 15k of the total 16k for chapter 7 in one morning haha! Perhaps someone might guess just who that one is about. Anyway, enjoy the update and I'll see you all in the ending note!**

 **Several Years Post Alvarez Arc, Makarov's House:**

A few days had gone by since Brandish had first arrived to begin the process of reparations with the Fairy Tail guild and all of Fiore on behalf of her country, and it...it had gone pretty well if the old master of the guild had anything to say about it, "Uhhh...Uuuuhhh...Aaaahhhh!..." Her short green hair swishing back and forth across her pale cheeks, it was all Brandish could do to gasp for air as she bounced up and down atop her grinning new Master, "...Aaaaagh! Uuuuuuugh! Fuck!...Fuck!..." Gritting her teeth in both pleasure and the soreness of her already pinkened sex, the greenette gave the old man below her an angry stare as she felt his rough calloused hands reaching up to cup her huge bouncing boobs, "...Fuck!...You!...Stop grabbing my tits so much, Old...Uuuaaahahhhh Maaaaan!..."

Another high pitched moan of bliss wracking her body, causing the foreign girl's eyes to slam shut while her head fell back on her shoulders, Makarov made sure to take _full_ advantage of her temporary lack of composure, "Oh, but how could I _ever_ let go of such enormous breasts as these?..." He grinned, the old man knowing full well just how much it messed with the greenette's ego to have her most prominent feminine assets groped and squeezed by a lecherous perv like himself, "...They're _so_ big...However do you fit them into that tiny bra of yours?..." That wide smirk of his beaming up at the moaning girl, her cheeks burning with crimson, Makarov pushed her heavy, soft melons up against one another, slowly working his thick digits into her soft flesh, feeling up every inch of her natural jiggly wonders, "...Or is it that you _want_ everyone to stare at them bouncing around?..."

Giving Brandish's huge thirty four G cup boobies another hearty squeeze before molding them around in circles, pressing his palms up against her nipples just to slide them around all over her chest like big soft sponges, "...Gaaahhh! Go to hell!..." Brandish spat, pulling her head back up to glare down at him, Makarov simply smirking back at her as he pushed her huge boobs up as high as he could so that they obstructed most of her view of his face, "...Aren't there _other_ girls around here you can fuck with?... _Why_ does it always have to be me!?..." Her bobbed silky hair shaking with each time she bounced on top of his huge cock, the Master's flesh spreading her tight pussy apart keeping a constant steady pulse of pleasure running through her body, "...Or is this the only way you can get laid at _your_ age?..."

Makarov raising an intrigued eyebrow at the way the nude girl was challenging him, he soon returned to grinning at her, the full frontal eyeful he was getting of her bountiful curves making anything she said lose its barb, "...Heheheh! I can get laid any time I want, my dear Brandish..." Keeping his dark eyes locked onto her glaring emeralds, he just couldn't help teasing his naked companion every time she complained about their arrangement...which was a lot, "...Though admittedly even in _my_ guild there are not many girls with _spectacular_ big breasts as you have..." Continuing to look her dead in the eye, making sure she could see the smirk on his face with everything he did, the ancient pervert slowly squished and squeezed her heavy globes between his fingers, smirking as soft jiggly boob flesh oozed out between his fingers before letting them wobble back into their original perky shapes, "...So _big_...and _soft_...to think that these...Heh...thirty four Gs are natural...it only makes me not want to even _try_ to search for bigger..."

Thrusting his long ten inch manhood in and out of her soaking wet cavern, the tight pink lips of her sex tightening around him more and more with each time the man's thick member penetrated her previously virgin core, "...Grrrr...Then in that case I am SURE this is the only way you can get laid!..." Brandish shouted, gritting her teeth together in anger at him the longer he kept pounding into her nude curvy body, bouncing her up and down on his mighty cock as he relished in the bounties of femininity overflowing from her chest, "...If it wasn't, you would have your wrinkly old face buried between Lucy's tits instead of mine!..." Giving him a cruel smug grin as that last comment of hers managed to find a weak spot in the Fairy Tail master's armor, the old lech furrowed his thick eyebrows at her, the whole time Brandish still grinning down at him, "...Oh?...Is that a _sensitive_ subject, old man?..."

The greenette leaning down so that she could get closer to his face, that grin of hers expanding into a wide smirk instead, her confidence only growing when she felt his grip on her hanging breasts loosen, "...You _really_ want to see her naked...Don't you?..." Looking him up and down with those dark green eyes of hers, the slightly twisted expression contorting his features told her that she was on the right path to getting him back a little, "...Or is it...you're as _obsessed_ Lucy Heartfilia's huge _natural_ titties as the rest of the dickless men in your guild are?..." Seeing his left eye begin to twitch at her words, Brandish only twisted the proverbial blade she had on his crotch, the irony that _she_ was the one being speared not lost on her, "...I don't blame you... _they're_ pretty amazing...I found that out when I bathed with her..." Leaning further and further forward until her nose was an inch from Makarov's the greenette slowly licked her pink lips before letting out a small hot breath in his face, "...So _big_ and soft...even better when they're all soapy and slippery..."

Chuckling to herself, this was starting to get a little _too_ fun for the girl; her still sore pussy starting to swell with the feminine juices flowing out from between her lips and down across the old man's cock planted firmly with in, she smiled, "...And I know _exactly_ what they look like...little pink nipples and all..." Giving his throbbing cock a firm squeeze with her slit, Brandish felt another rumbling giggle rolling up through her throat at the pained expression he gave her in return, her words clearly affecting him in more ways than one, "...This is turning you on, isn't it?...Talking about Lucy's huge jiggly titties?...I bet you'd _kill_ to see them in the flesh..." Raising a finger up along his toned, muscular chest, Brandish slid it up over his chin before pressing it into the tip of his bulbous nose, "... _Too bad_...Because there's no way in hell she'd willingly give you an eyeful..." Rising back up again to her full height sitting atop his throbbing manhood, Brandish held her arms out to her sides in a shrug, "...I guess you'll just have to wait until her clothes _disappear_ again...But then who knows when _that'll_ happen again..."

The green haired vixen smirking down at the slightly distressed look on Makarov's face, it was nice getting him back at least a little bit. Some would call it cruel, but there again after how he humiliatingly made her strip naked in front of her and the... _things_ he'd been doing with her body the last few days...it was something, "...Sorry, but you'll just _have_ to settle for little ol' me for now...a girl who _has_ to let you fuck her..." Bending forward again, Brandish's own well-endowed knockers hung down over the old man's face, his own lips turning up into a nearly invisible grin at how defenseless those big pearly globes were while she gloated at him.

"...Come on... _old man_...fuck me...Fuck...my...brains...out..." Those spectacular wobbly melons jiggling around practically in his face as Brandish giggled down at him, enjoying how she was toying with him, controlling his emotions even while still planted firmly on his cock, "...Because _none_ of your guild wet dreams are going to...Not Cana...Not Juvia...Not Lisanna..." Naming off the especially beautiful female members she'd been introduced to by the war's end, Brandish missed that smirk of his growing ever wider, "...Not your bikini model, Mirajane...Not your shameless knight, Erza...And _certainly_ not Lucy...your huge tittied blonde that is always ending up nak—EEEEEDDDDDDD!"

Short, silky green hair flying up around her pretty pale face, Brandish's shining emerald eyes grew to the size of small dinner plate as with a slow lick to moisten his own lips, Makarov wrapped his hands around her waist. Pulling the foul mouthed babe against him before she could do little more than let out a high pitched squeal, Makarov buried that wrinkly happy face of his in between her huge wobbling breasts! "...Mmmmhhhmmmmmm! If you _say so_ , my dear, Brandish!..." The old guild master gloated from deep within the girl's deep valley of pale white cleavage, shaking his head back and forth as he rubbed as much supple boob flesh all over his face as he could! "...They _may_ not be as great as Lucy's are, but I _think_ I can stand playing with your enormous G cups a _little_ while longer!..."

Smiling wide enough so that Brandish, her teeth once more slamming together as she shot daggers at him while he smothered his very being into her own pair of mouth-watering globes, Makarov figured he owed her a little for all of that teasing she'd just been doing, "...Mmmmhmmmm!...I'm _so_ sorry I've been neglecting you so much..." The pervert grinned, squishing his face all the way into one well-endowed melon, he slowly kneaded his calloused hands into her free knocker while he sucked one hard little pink nipple between his old wet lips, "...Aaaaaahhhhmmm...Just hold still and let your Master show you just how much he _loves_ your body... _and_ these oversized breasts of yours!..." Sucking and licking all over her little smooth pebble, Makarov sucked as much pale white booby into his mouth as he could while he battered her sensitive peak around and around with his tongue. Coating all of it in his own saliva, he ravenously sucked it all off of her tit again, smothering his face into her bouncy flesh until her breast was bubbling up against her chest as he made out with her natural G cup.

"...Aaaaaaahhhhhnnnn! Fuck...Fuck...you! You perverted old bastard!..." Brandish yelled, the greenette glaring at him as she planted her hands on either side of his shoulders, struggling to get him to quit sucking her poor boobs so much, "...What about stop grabbing my tits didn't you get earlier?!..." Another soft, unwanted moan leaking from her pink lips, the feisty girl let out another squeal as Makarov suddenly pushed her onto her back so that he was kneeling between her spread thighs, "...Agh!...Agh!...AAAAGGGHHH!..." Squeezing her eyes shut while he started thrusting into her soaked peach with renewed enthusiasm, the old man gave her boob one last firm suck before letting it pop from his mouth, the slippery flesh jiggling around on her chest, he quickly scooped it up in both hands as he squished as much of his face into her dry globe as he could, "...Agh!...Fuck!...Fuck! I swear if you don't stop being so rough with my tits...I...I...IIIIIIIII!"

Her green eyebrows furrowed with rage at the sheer intensity that he was making out with her poor abused bosom with, kneading the perky flesh of her drool soaked booby into every shape his heart could desire while he sloppily tongue kissed the other. Battering her nipple around her areola, pushing his tongue into it until it was pressed all the way into the rest of her breast, he didn't let up! Pumping his massive ten inch cock in and out of her sopping wet pussy, each time he entered her core his mouth breathing hot air all over her wet melons, Makarov could feel her contracting around him! "...I AM GOING TO GET YOU FOR THIS OLD MAN!" A wide, smug grin of his own now planting itself on Makarov's lips, somewhere in between his face and the overflowing feminine bounties of Brandish's huge boobies he was making out with he came right after she did.

Keeping his aching cock as deep inside her squeezing sex as he possibly could, Makarov felt the rush of sweet feminine honey flowing all down and around his manhood while he shot spurt after hot white spurt of his cum into her. Pumping one load after another of his manly spunk until he could feel her once pure hole filling up, finally he pulled out of her, the old man reluctantly letting her thoroughly soaked G cup pop from his mouth to jiggle around next to its sister. Standing up on his bed, Makarov, Guild Master of Fairy Tail looked over his handiwork, Brandish's once proud, angry...and _very_ embarrassed figure reduced to that of a well-sexed naked eyeful, he nodded down at her.

"...Maybe later you can pay me back while you're rubbing those wonderful breasts of yours all over my cock..." He said with a wink, hopping down from his bed, he figured she could use a break after all of that, deciding to walk back over to where she was starting to pass out from her latest orgasm at his skilled hands, Makarov have one of those slippery bouncy globes of hers a parting squeeze just because he could...and really who wouldn't? "...Enjoy your nap, my dear, Brandish...And go ahead and get dressed again..." Smirking over at her, he knew that if there was one thing that the mouthy girl hated more than him cumming inside of her, it was having to expose her naked body to him...no matter how much he'd seen her completely nude it _never_ seemed to piss her off any less when he smugly grinned while she peeled her tiny little top off at his command. Shutting the door behind him to let her sleep, the old man pulled on the rest of his clothes before hopping into his favorite recliner, his thoughts once more returning to his favorite subject, as was for all men...naked women.

 **Makarov's Living Room:**

"Mhmmm...and to think in just a little while she'll have recovered enough to show off those amazing curves of hers for me...I mean _Fairy Tail_ all over again..." Closing his mouth around his favorite pipe as he recreated the image of the nude Alvarez mage in his mind again, it had been one hell of a sight when the green haired girl had first exposed come into his home, her well-endowed figure literally overflowing from her tiny bikini like outfit, "...Who would have thought a foreign girl had such _big_ _breasts_...they were large enough to belong a Fairy Girl..." Brandish's huge natural G cup breasts bouncing and jiggling all over the place while he fucked the rude little wizard's every virginity away in a long night of sex and naked pleasures, he was surprised. Somehow he had never thought of that up until only his latest time manhandling her nude form for the destruction of his guild for what seemed like the thousandth time. Although if every time it was demolished he got to bang a girl of Brandish's caliber...he didn't really mind all that much.

After many long days of sexy fun with the ill-tempered greenette, Makarov had only now decided to give her a rest...for the time being, "...Heh...Perhaps Brandish would like to take the same _initiation_ Yukino did to join the guild..." Rubbing his fuzzy white mustache a little the more he thought about it, now that was an idea. Thinking about the completely naked greenette dozing quite contently in his own bedroom...a top the bed in which he slept at night, the idea crossed him to _wander_ in there for another feel of Brandish's _spectacular_ G cup knockers, "...No...I'll let her rest a while longer...Who knows...maybe the longer she goes without giving me an eyeful...the more _embarrassed_ she'll be when she has to bounce those things around on my cock again..." Smirking over just how angry the busty foreigner had been when he'd had her first take her top off in front of him, that other thought returned to him.

"...And there again...Brandish's were...big enough...for a Fairy girl..." The old, but very successful playboy tapping at his chin, he smirked, yeah, it was true, Brandish had a pair worthy of matching up with any of the girls in his guild, except maybe for Lucy. Somehow he was still yet to see the blonde lose her clothes in front of him, as Brandish was _oh_ so kind as to point out to him. And to think that damn lucky little bastard Natsu was always there to get all an eyeful of her many... _many_ wardrobe malfunctions!, "...But the Alvarez mage's huge breasts really were amazing... _Yukino's_ perky tits too..." Recalling his tryst with the former Saber Tooth wizard turned Fairy girl, Makarov had a point, these girls, had the bodies of some of his best wizards, and yet he had managed to bed them, not only that, do everything he ever dreamed of with their supple bouncy flesh, so what if… "...What if I were to do the same thing with the _real_ girls of Fairy Tail?..." Taking his pipe out of his mouth, it was only at that point that the doorbell suddenly rung, the sound startling him from his thoughts.

 _DDDDDDNNNNNNNNNNNGGGGGGGGG!_

The old man getting up from his favorite recliner before making his way over to the door, he stopped to look through the keyhole; the sight he saw standing there outside his own front door enough to drive even him wild… "...Erza-chan?..." The old man said to himself as his bug eye just about popped through the peephole, the pupil roaming all over the delicious figure presenting herself for him on his doorstep like a present sent straight from heaven, "...Erza-chan's here...but I wonder why..." His words echoing only in his home and not reaching the buxom redhead, the old man couldn't keep a certain familiar thought process from entering his perverted mind, "...She's here...at my front door...just like..." A big dopey grin forming on the old master's face as he relived his blissful experiences with Yukino, the short haired former Tiger gasping as he pulled her top down, and then Brandish, his super stacked bad girl huffing indignantly while she stripped her clothes off for him.

"...Yukino...Brandish... _Erza-chan..._ " That grin of his turning up into a smirk, the wonderful things he'd gotten to do with each of the other girls' curvy big boobed bodies revolving around him like the bouncy moons that each of their heavy chests were, at last they popped away, all that was left being the knight on his front step, "...I don't know what brings _another_ sexy cutie to my home, but I guess I'll just have to find out..." Chuckling lightly to himself, Makarov took a moment to hide his already growing hard on that had formed solely by thinking about his previous conquests as he undid the latch, opening the door to the Fairy Queen, Erza Scarlet and her own whopping pair of big, round...armor… _'Oh, that's right...Erza-chan wears armor most of the time!...'_ The old master thought to himself as his face dropped a little when he saw her in full.

Despite having a body that even when compared with the other heavy hitters of Fairy Tail and beyond was _at minimum_ in competition for the top slot, Erza always seemed to have it hidden away unless she was in combat… At which point she always looked like her boobs were about to fall out of her armor more than even Lucy's did in her regular clothes, "...Ah, Erza-chan...What brings you to my humble home today?..." The master doing his best now to hide his brief expression of annoyance at seeing her dressed how she was as he greeted her, even if his eyes did wander down across her conservatively short blue skirt, _'..._ _Ohhh...and to think even Lucy would have her skirt short enough so that the_ _tiniest_ _gust of wind would expose her_ _white cotton_ _panties...'_ Makarov continued to think as he looked her over. Her long scarlet red hair falling down her signature Heart-Kreuz armor, the high quality metal covering her entire upper body save for a scant piece of skin right above her elbows. At least her skirt showed a little more than that, though only a scarce few inches above and below her knees before once more her legs were clad in steel.

"Good afternoon, Master!..." Erza said raising her hand in greeting even as her expression remained as stony as usual, her 'business' look more than anything, though Makarov knew more than anyone that she would drop it and relax a little if her superiors requested it of her, "...I heard that Brandish came by already to formally begin the reparations process to the guild..." Lowering her hand once more, the redhead kept her legs together at attention, staring straight ahead even as she was looking right over her master's head because of it, "...Even though I am certain that she must have left ages ago after repaying the costs of damages to the guild that her country owed I still think it's a momentous occasion!..." Makarov having to nervously scratch at the back of his head a little at Erza reminding him he hadn't informed Brandish the reparations was supposed to be in monetary form, he composed himself as he continued.

Scarlet red hair obscuring one dark eye even while she looked down to actually converse properly with the man she was speaking to, Erza at last broke her armored demeanor, "...So...in honor of the final restoration of our guild...I came to celebrate with you! As..." A small blush beginning to spread across the girl's pale cheeks, she looked away from the confused old man she was speaking to, "...As a former fellow guild master...and _currently_ proud member of Fairy Tail..." Now there it was, the chink in her armored personality appearing before him, the old man smiled to himself, maybe he _was_ right about this third girl arriving on his doorstep after all, "...Please...if it is okay with you, I would like to come in! To mark this wonderful day with the man I respect above all others!..." Suddenly standing at attention once more, the old perv sweat dropped a little, before quickly regathering himself enough to think.

Stepping back to hold open his front door for her, Makarov grinned at her kind words, "...Oh, don't worry about that, Erza-chan, you did well running the guild while I was gone..." His eyes widening as she looked back down at him now for the first time in a while, her own dark orbs welled up with joy before she nodded at him. Long scarlet hair flowing behind her while she stepped into his home, it was too much to ask for Makarov to not try chancing a look up the curvy knight's skirt as she passed, the blue plated fabric rising up just enough for a man as short as him to duck under it! Smiling as wide as Juvia when she found a pair of Gray's used boxers Makarov slipped under her skit, his eyes bulging out when he saw the small black string of Erza's thong riding up between her pale cheeks.

Reappearing just as quickly as he'd gone under her skirt, his face was a bright shade of red from the view he'd seen in there, _'...So the rumors about Lucy lending her thongs to other girls_ _was_ _true...'_ Swallowing the blush he was sporting, the master pulled the door shut behind him, though now he knew that since Erza was relaxing a bit...it was time he did something about all that _armor_ she had on, "...But...I think if you're going to celebrate with me...you're going to need to wear something a little more hmmm... _elegant_ than a suit of armor...Dress your best for the best occasion!..." He said almost biting his tongue, the girl thankfully missing the perverted tone at the back of his voice. If it had been any other girl in his guild she likely would have kicked him for 'insulting' her outfit...save for Cana...he was pretty sure Cana would just take her bikini top off if he said that… _'...Mental note...Tell Cana she needs to change her outfit later...'_ He thought to himself with a wise nod of the head.

"...Hmmm...I guess you do have a point, Master..." Erza replied, one of the sexiest women the world had ever seen in a suit of armor, let alone one of her extremely skimpy bikinis pondering over his statement for a few moments, "...What is the _best_ outfit that I have?… I _know_ there is one that everyone's always loved to see me wear..." Mind going over her dress at the royal ball following the GMG games, her purple kimono, her bath towel...she kept rubbing her chin, "...No...not that one... _certainly_ not that...Mirajane took the chains back...Uhhhh..."

Makarov blushing as he caught the back end of that comment, Erza's armor clinked against itself as she crossed her arms over her chest, the two huge globes of fat hidden beneath it a mystery to the unknowing eye, "...Okay! I think I know just the thing to change into! Of all my outfits it's the one most I'm _always_ asked to wear at parties!..." Simply nodding his head sagely at what the redhead was saying, Makarov had no idea what was coming his way, only that it _had_ to be better than near full body armor. To think that Erza has one of the best bodies in all of Fiore yet she still covered it up...as a _man_ it was a crime worse than any other!

Even Lucy, the blonde who was more self-conscious about her figure than any girl he had ever met in his long life, _still_ seemed to like showing plenty of skin in her _un-_ damaged outfits. The much lusted after Heartfilia girl's huge natural H cup boobies nearly bouncing out of her overstuffed vest and thicc thighs constantly wiggling her short skirts higher and higher up in her legs each time she took a step. So too was Mirajane, her rounded bikini model grade curves unmatched by a single girl anywhere, despite wearing full length dresses, they _still_ managed to perfectly outline her delicious body, some of them practically painted across her perfectly round F cup breasts.

And then even Wendy, time having finally brought her up to speed with the rest of her guild mates, the long skintight pants and short tank tops she wore in honor of her Edolas self showed off her perky E cup tits just the way they needed to. All of those girls, each beautiful and the best in their own way, Lucy's huge impossibly soft boobies, Mirajane's mind bending round curves, Wendy's jaw dropping perkiness in every inch of her body...but Erza, she always managed to keep her firm, well toned figure covered by a thick layer of solid steel, _'_ _...I have so many beautiful_ _curvy_ _girls in my guild...yet the only one who comes to my home only ever wears body armor on every inch of her baaaahhhhh!'_

A sudden brilliant light briefly exploding in front of the old man, the flash dissolved just as quickly as it had appeared, specks of golden glitter falling down around him as he looked up, the outfit Erza had just requipped into made his mouth run dry, "...There! How is _this_ for a suitable outfit to wear during our celebration, Master?!..." Erza declared, the redhead smirking down at him when he turned to look at her, her...Erza Scarlet...and no matter what anyone said about her usual armor...there was _no_ denying she had a body that would snap a few male necks just by walking down the street! "...I know it's a lot less formal than yours is, but so far I haven't found an occasion I couldn't wear it too!..." Running his eyes all over her body...a body unmatched in its level of pure...fit...yet _incredibly_ curvy perfection. He was in awe...because with just how toned Erza's figure was it was a feat of nature's love for all of mankind that she still had... _those_...

Erza Scarlet's almighty thirty six G cup melons wobbling around as the top button of her white nurse's outfit popped off under the intense strain of her well-endowed figure, the poor costume not able to handle her ascension from the F to G cup isle since she last wore it, "...Oops! Heheh, it might have shrunk a little...Where did that button go?..." A bountiful valley of cleavage complete with the top of her silky black bra bubbled up out of the top of her outfit even while the nature of her clothes led the eye down, Erza briefly looked about for her exploded button before shrugging her shoulders, "...Anyway...What do you think? It was a hit last time I wore it in the guild hall..." She said with a proud and cheerful smile as she stood for a small pose in front of the old man, the ejected button from her top not at all missed as her ample tit flesh bubbled up over the cups of her bra. Slowly nodding his wide eyed face up and down at the _girl_ not knight anymore...but a _girl_ in every single state of being. To say that Makarov was stunned by the pure sexual aura of Titania was the understatement of the century.

Dragging his dinner plate sized white eyes all over her stunning body, it was a miracle...or perhaps a sin, that such a tiny outfit could even _contain_ her figure as much as it was! Probably because she stayed so fit, though no amount of exercise and training seemed to ever have any affect on the knight's spectacular breasts. Erza's huge globes undoubtedly the firmest natural pair he'd ever laid eyes on, still they bounced around just as much as the other girls' did when she moved, a pair of water balloons on an otherwise athletic body, not that her toned skin did anything to bring down the rest of her curves.

The tight, white fabric of her Seduction armor hugging her every curve even more so than it had years ago, it was almost as if it was painted on, perfectly outlining the redhead's marvelous body, her toned skin hiding the muscles below under a thin layer of feminine fat. Running his eyes lower and lower still, the costume ended at the tiniest skirt pulling up along her still full thighs, giving way to a jaw dropping look at the girl's long, smooth legs before a pair of matching white knee high socks took over.

The nearly translucent fabric pulled taut against her never ending legs until they dipped into a pair of white high heels, the way everything came together only made her already amazing hips seem that much curvier, "... _Master?_...Master, are you feeling alright?..." Suddenly waking up from his near dream like trance the more he gazed upon the scantily clad beauty, Makarov nearly had a heart attack when he looked up. The scarlet haired girl leaning down to check his temperature with her forehead, the old man was treated to an up close look straight down the front of her top. Erza's enormous G cup breasts wobbling against each other as she adjusted herself against him, the pressure they were under as they were being squeezed together inside her bra must have been astounding!

So much pale flesh gathered together just for him, the sheer volume of bouncy flesh seeping out of her bra was already causing a minor wardrobe malfunction even if she thought nothing of it! His mind spinning, the thought of just reaching down into her valley of soft, pinkened cleavage to see just how deep it was crossing his mind, he was just about to lift up his hand when suddenly the girl spoke up again, his eyes moving to her succulent, soft pair of pink lips, "... _Hmmm_ , your temperature _feels_ okay...Would you like me to get anything for you, Master? I don't want you dying on us again..." Erza said with more than a bit of irony in her voice as she relaxed some more, the old man swallowing a lump in his throat as her pushed up breasts dropped with a slight bounce when she untensed a little at her rather dark joke.

But just as the buxom fairy was about to stand up again, Makarov acted on the very next thought to pop into his head! The old man wrapping his arms around the back of her silky scarlet haired head, he pulled her forward, slamming his own lips into her shocked pink pair, both of her eyes, even the one hidden beneath her bangs popping wide open as he kissed her! _'...Mhmmmmph! Strawberries...Erza-chan tastes just like..._ _strawberries_ _...'_ Was all Makarov could think in that moment while his tongue plunged down her throat, defiling the redhead's pure virgin mouth with her first kiss from a man. Sliding his older _stronger_ tongue all over her delicate muscle, she never stood a chance, pale cheeks turning bright red in embarrassment over what was happening, Makarov took full advantage of her surprised state, sliding his tongue all over hers, wrapping around it, pressing up against it, smothering her pink muscle with his as they rolled around in a pool of her sweet tasting saliva.

Letting out a deep moan of arousal at the delicious taste that was Erza Scarlet, the old master kept the kiss going for as long as he could bear, lapping at her tongue before pulling back and running it all around her gums. The whole time enjoying every moment he had pressing his lips against her soft pair; a girl's skin was truly the best thing in the world! The entire moment lasting but a few minutes despite seemingly going on for hours to the guild master, in a flash it was all over, the knight rearing back to stand up straight again, her face beet red as she didn't know whether to glare at him or thank him, "...Ma...Master! What...what are you doing?!..." Erza gasped, wiping at the spit still trailing down her lips while Makarov simply licked his clean, the taste of strawberries still lingering in his mouth, "...I...I came over here to celebrate over our victory...not...not do..." Her words coming to an abrupt halt as a small, yet thick hand was held up in front of her, she paused, waiting for the old man to speak.

"...Erza-chan...I thank you for coming here to be with me on this glorious day, but...I have been thinking about you..." The beautiful girl's face still somewhere between confused and angry over her first kiss being stolen away like that, her first one with a man at least, she wasn't counting the time her little sister, Kagura had… "...And I've decided that to truly be a good big sister figure to the other Fairy girls...you _need_ to become a woman..." His face becoming stern even while on the inside all Makarov could do was grin and pray that his little gambit would pay off, after all he'd managed to get Yukino and Brandish to strip completely naked for his pleasure, "...So...to ensure that you make that transition in life the best way that you can... _I_ am going to help you..." Saying these things so officially, really like a father despite the fact that a father would never ask such a thing of his girl, he waited, looking straight up at the busty babe, boobs still nearly popping out of her lacy black bra as she stared back at him.

One supple breast nearly bouncing up out of her bra as she crossed her arms over her chest a hint of her pink areola appearing over the edge, Erza frowned, the redhead thinking about what he was saying for a moment, "...Hmmm...I guess you _do_ have a point about the other girls needing me to watch over them, Master...but..." Her blush only getting darker the more she contemplated what he was offering to do with her...even if it was for the good of her fellow Fairy girls it was still...still the act of, "...I...I haven't done anything like this before...shown a man my body...well...not in _this_ way..." She murmmured the last few words, the many times she'd so shamelessly undressed in front of her male friends making her blush at her loss of modesty.

Still, the proud Titania of Fairy Tail rubbing her chin, she closed her eyes before suddenly reaching up, her fingers moving swiftly over the buttons holding her skintight outfit together, "...If you think it will help me be a better big sister to them; then let's hurry up and do it..." The old man's eyes just about popping out of his head as he watched her start to strip right in front of him, each button to pop open unveiling more and _more_ of Erza's silky white flesh before his hungry gaze.

That hard working black lace bra of hers practically bursting free from the rest of her clothes as the buttons fell down, Erza's magnificent pair of natural thirty six G cups wobbled and bounced around inside of it, her firm tits even starting to leak out over the tops of the cups because of just how big they were, "...We _all_ know Lucy needs someone to get her to wear less skimpy clothes...and Cana to drink less...and Juvia..." Remembering the day the bluenette had suddenly yanked down the man's swim trunks, Erza had seen _a lot_ more than just what Gray looked like naked that day. Shaking her head as her blush only increased, she shrugged her outfit off as she realized just how far off the proper path her fellow girls were.

Enjoying the view of a lifetime he was getting of his strongest 'daughter' undressing so that she could pleasure him in ways he hadn't even started thinking of yet because of how suddenly she had appeared. Makarov ran his eyes up and down her semi nude figure, those toned, yet still soft curves of hers out in the open, a flat belly, but with thighs packing all the feminine smoothness possible while still obviously full of muscle underneath, "...Ahhh...Erza-chan, your body _really_ is something else..." He grinned, memorizing every single detail of her jaw dropping body, her scantily clad form almost bearing it all to him, all there was between him and a naked Erza Scarlet was a _very_ full bra...and a _tiny_ black thong.

The redhead's Seduction armor pooling around her ankles on the floor now, the old man was left staring at the _tiny_ lacy black g-string she had on, though judging by the way the thin fabric curved around behind her, _all_ of the knight's spectacular ass was hanging out! This was getting him even harder than 'convincing' Brandish to undress, and to think all he had to do was tell her it was for the good of her fellow fairies and here she was, Erza Scarlet! Stripping naked just for him! Managing to roll his tongue back into his mouth for a moment, his eyes rose back up to her chest once more. Because if there was anything the female wizards of Fairy Tail were known for more than their mighty strengths in the art of magic...it was they enormous funbags!

Coughing a couple times, he'd gotten his eyes under control, though his cock was still straining against his pants in anticipation, "...Ahem...but to truly start making you into a woman we need to get rid of the clothes holding back your...'potential'..." His smirk almost sticking out the sides of his face it was so wide, Makarov's gaze lingered on the scarlet beauty's overstuffed black bra, "...That bra of yours for example. Can't you _feel_ how much of you it's holding back?..." The old man's truer than life joke passing right over the redhead's cute little head, he merely turn to get back into his favorite recliner as up to this point in his very long life, the best moment he'd ever experienced unfolded. So far he had witnessed Yukino's tube top fall down as the girl's perky round tits popped out in front of him, relished every second of the evil babe Brandish while she took off her bikini top as punishment for her crimes against his family, though this...the girl's eyes opening wide as she nodded, there was nothing better.

"...Ah, I see! So you're saying that by squeezing my breasts into it I'm restraining my magical power?..." Erza asked, the knight waving some of her long scarlet red hair out of the way while she wrapped her arms back around her body, fingers fiddling with the clasp holding her bra together for several moments. Searching for where she'd had it connected, the redhead deftly walked over to stand in front of him, his face mere feet from her heaving bosom, "... _No wonder_ Lucy never seems to be wearing one when she loses her clothes..." Erza said, Makarov only grinning that much more as he watched his favorite fairy girl remove the last barrier to him at long last seeing her topless, a loud _CLICK!_ Suddenly echoing across the room, "...So what about now? Are you sensing a _womanly_ power from me now?..." Blinking a couple times at the shockwaves from that sound still passing over him, the old man looked up just in time to watch as Erza Scarlet's natural pair of thirty six G cup boobies bounced out of her lacy black bra, her arms still behind her back, the heavy duty garment clattered to the floor between them.

Time all the while moving in slow motion for Makarov as he stared at Erza's bare breasts, each of her high and perky globes of fat wobbling slightly, they were so firm it was unbelievable! Soft, yet able to hold their high torpedo like shape without so much as _any_ natural sag! The cool air of the room swirling around the redhead's dark pink nipples, they hardened right in front of the pervy master into the little pink pebbles of his dreams, there she was in just a tight thong now, Erza Scarlet...topless… This was one of the greatest days of his life...after so many years seeing her nonchalantly strutting around in a string bikini at the beach...or practically _falling_ out of her armor in the heat of battle...here they were...Erza's spectacular pair of melons...

"...I...I can _see_ how womanly they look..." The old master groaned under his breath, his mind too enraptured by the sight of Erza's huge boobs as they wobbled against each other whenever she made the slightest movement due to their size, to think much, "...N...Now that you've unleashed your...enormous _...breasts_ —I mean! Unleashed your enormous _potential..._ " Taking a deep breath as the topless chick with some of the biggest jugs he'd ever seen blinked at him, Makarov grinned, the old man reaching down before unbuckling his pants, "...You can now use them to become a _woman_..." The scarlet haired girl tipping her head to the side in a moment of confusion, her big tits gave a sudden wobbly bounce up in the air as she cupped her hands over her mouth when she saw what he was doing.

His pants and belt jingling as they landed on the floor in front of her, Erza's face turned bright red when she saw the long, rock hard member sticking out from between her master's legs, "...M...Master...are you requesting that I...use my breasts...on your..." Seeing the old man slowly nod both of his bulbous heads at her, the knight swallowed, a movement down her smooth throat Makarov knew would be repeated on him very soon, before making her way over to him, "...I...I know a lot of men _like_ girls with big breasts...but..." Blushing even more, Titania embarrassingly crossed her arms over her ample bosom, causing her supple globes to bubble up like huge water balloons against her chest.

"...I've never heard of them wanting them to be used like...like..." Seeing Makarov still staring up at her, that intense look in his eyes, the same look he'd had as he stared down his guild's foes, Erza remembered why she was taking this path again...it was for her fellow girls! "...But...if it'll make me into a _stronger_ protector for the rest of my guild mates then...I guess..." His eyes popping out of his head as he watched Erza at last uncross her arms again, her big whoppers bounced around as they bobbled against each other free of all protection, "...I shall use these big breasts I was blessed with to the fullest extent of my power!..." The sight of Erza, a girl able to wield swords twice her size _struggl_ _ing_ to heft up her huge boobies in her hands, the soft, firm globes wobbling around while she tried to balance them before at last getting a grip on them was enough to make him enjoy all the more just how amazing they were!

Makarov letting out a long low groan of carnal bliss, all he could feel now was the incredible bubbly softness of Erza's big bouncy breasts as she sandwiched his cock in between them, lifting his hard organ up before nestling it into her deep cleavage, "...Ahhh, yes...now start rubbing them all over it, Erza-chan...and don't...stop until I say so..." He said leaning back, the old man staring straight down at the beautiful sight in his lap as Erza got to work. The cutest most determined expression spread across her bright red cheeks, the redhead started off slow, _dragging_ her heavy melons up along the old man's long, thick cock before getting to the top. The knight then rolling her boobs back and forth, the whole time surrounding Makarov's old manhood in nothing, but her bouncy flesh, with only the purple head sticking out of her cleavage.

"...Ahhhhh….uhhhhh...Yes...Erza-chan...more...use your mouth...knead your massive tits around it while using your mouth!..." His words sounding as desperate as they were to feel as much of her could of Erza's spectacular tits around him, he called out the demand to his topless fairy...and she _eagerly_ obliged. Increasing her pace as she worked her big knockers up and down his ten inch cock, rubbing his rough skin with her own soft flesh over and over, every millimeter of his veiny skin constantly being smothered by nothing, but the most supple female flesh he'd ever felt when then Erza leaned over, "...Yes...more...more, Erza-CHAAAAAAN!" Makarov's voice hitting a pitch he never thought it could ever hit, the perverted old man could barely contain his glee as Erza gently took him into her mouth. His old purple mushroom cap slipping against the mighty knight's smooth lips before delving into her mouth, the sensations of her tongue moving over his velvety cock, sucking, slurping on it bringing him closer and closer to breaking!

Looking down at her, to think that all he had planned on doing today was reliving his conquest of the evil green haired babe, his dark eyes turning up to the mounted set of patterned bikini top and bottoms over his fireplace, they then looked at the discarded bra on the floor… By the time this was all over Erza wouldn't ever be needing that again either. Another heated moan passing through his lips though, he once more took in the sight of Erza's ascension to womanhood! Holding his hard cock head in between her lips, the well-endowed knight never slowed down for a second, holding her full water balloons around his manhood the entire time. Rubbing them all across his throbbing skin, the girl's pink nipples sticking out from between her fingers as her breasts did half the work for her, bouncing and wobbling with each time she bobbed her head.

Sliding her tongue across the curved helmet of his beast like one of her many swords, she painstakingly licked off each drop of precum to leak out of his slit, skirting the tip only to wrap around just below it like a snake, the incredible smell of her strawberry flavored spit as it dripped down into her deep bosom putting the old man right on the edge! "...Gah...Yes...Erza-chan...you can just...keep...UUUUUUGGHHHHHH!" The old master falling back in his chair from the effort of trying to speak during the redhead's ministrations alone, it was only when he saw it in full, his cock head slipping from the girl's cheeks right as she pumped her huge boobs up along his shaft. That lone purple morsel at the tip sticking out between them while Erza leaned down and planted one last sloppy wet kiss, her tongue swabbing around all over it that he couldn't take it any more! First one long thick rope of hot cum shooting out of his beast, several more followed it, big globs of hot, white spunk spewing all over the scarlet haired girl.

Swallowing as much of his thick cum as she could, even Erza was overwhelmed by how much the dirty old man was pumping into her mouth! Pulling back several long thick strings splattered all over her face, even more seeming to fall short as she jumped back in shock, the actions causing his cock to aim directly at her heavy thirty six Gs before coating Erza's big bouncing breasts in his sticky seed, "...Ah! Ach!...Ach!..." The topless redhead coughing as she fell back onto her panty clad booty, the thin material of her black thong riding up even more on her while Makarov panted in his seat. His lust filled eyes falling down upon seeing the girl, his favorite knight half naked and covered in his essence, he couldn't hold back any more! "...Ach!...Master...did you really have to get this... _stuff_ all over—huh?!" That same lovely startled look spreading across her reddened cheeks once more, Erza could only gasp as suddenly the old man was standing between her legs, his gaze centered on none other than Titania's ginormous titties, "...AHHHNNN!"

Erza's gasp echoing throughout the room, all that followed was a serious of heaving pants and sighs as Makarov reached out, the old man at long last cupping each of the scarlet girl's huge thirty six G cup breasts in his hands, "... _Wow_ , Erza-chan...They're even bigger than Brandish's..." He grinned, a trail of drool leaking out of his lips as he started kneading the soft flesh, running his calloused old palms over every inch of her supple melons. Erza's tits were just so wonderfully smooth, like a pair of super firm pillows, his thick fingers sinking into her wobbly jugs. Makarov molding them around with his old calloused hands, grinning from ear to ear as her hardened pink nipples stuck up at him like cannons, "...It's a good sign...these are _truly_ the tits of a well-developed woman..." The knight smiling in between heavy sighs, she was happy to hear it, though that still did little to relax her sensitive flesh as Makarov enjoyed her sizable endowments to the fullest!

Scooping up the right globe, not even able to hold half of it up in his hand, even still Erza's boob didn't start to slide out over the sides of his hand, her naturally firm breasts happily staying up in their original perky shape, "...Ahhh...Truly amazing...and to think you always cover them up with so much armor..." Smirking as he bounced that one perky G cup globe up and down in his hand. Relishing the way it wobbled around each time he caught it, only to then pull his palm up to grope as much as he could, rubbing his wrinkled hand all over the soft orb of fat, "...You must get so embarrassed...having them bouncing around against all that hard metal every day..." Turning his gaze briefly up to the topless girl he caught that look, the blush coating her cheeks as she swallowed again, his lust for her only growing now, "...And then these tender pink nipples...so hard..." Continuing to sink his tanned old fingers into her creamy white boob, Makarov cupped the other one in his free hand, pushing her breast up with a bounce until the dark pink pebble was pointing straight up at him, "...Scratching up the inside of your armor...Hmmm...I wonder if _these_ taste like strawberries too..."

Without giving his topless fairy girl even a chance to realize what he was implying, her master suddenly squished his face into her enormous breast! Every wrinkle of his old face smothering itself in her soft flesh, Makarov shook it around, each of Titania's firm well-endowed globes more than big enough to motorboat on their own! "...Mhhhhmmph! Erza-chan! They taste so...Mhhhhhhhmmmmph!..." Burying his entire head in her creamy tits, he inhaled the intoxicating strawberry perfume she had on as he mashed the other one against the side of his face even while his lips searched across the bouncy expanse of girlish skin for that little strawberry to suck. Finally feeling a tiny bump flick across his lips, he seized it with his dry mouth, sucking that little pebble in as he licked across it with his tongue!

"...EAAAAAHHHH!..." Erza's hot, needy moans carrying throughout her master's large house, the girl steadied herself against him while he feasted on her fairy treasures. They were so sweet! And to think that he had been enamored with just her mouth when he'd kissed her, Erza's boobs were simply so much better in every way! Running his tongue around and around the silky dark pink disk of her areola, it was puffed up just a little higher than the rest of her pale breast, the raised skin allowing him to eagerly curl his tongue around the pink bud at the center before pulling it into his open maw, "...Ahhhh...Master...I can't take...I've read about becoming a woman this way, but...do you _have_ to do all of this to my breasts?..." Erza panted as she leaned back, watching him have his way with the heavy globes she usually kept so well protected, yet were now being used as an old man's perfect play toys.

Molding each of her huge G cup titties in his hands, Makarov squished them up before letting them bounce back down again. Kneading her round melons into whatever shape he wanted, every time grinning from ear to ear as they bounced back into their original shapes with a hearty wobble. The taste of pure, freshly picked strawberries running over his lips, he never let up his assault on her hard nipples. Licking all around them, his tongue flicking across each pink peak before switching breasts, smothering his face in nothing, but bouncy young boob flesh only to capture the pebble in the center in a deep, wet tongue kiss. The redhead moaning out in just as much pleasure as he was just from _playing_ with her marvelous funbags, suddenly Makarov leaned back, the old man smirking as he looked over the sight sitting back on her hands before him. Her hair and face still wet with his cum, Erza's bare G cups sticking out right in front of him, wobbling each time she took in a heavy breath. But just as he was about to praise her on her good progress so far, his jaw hit the ground.

Erza's huge firm boobs still wobbling from the severe groping and kissing session Makarov had put them through, an apparent requirement if one was to lose their true virginity, she smiled up at his, "...Ahhh...Master...Don't worry...I know what the _next_ part of my training is..." Titania said as she turned over, the Queen of the Fairies getting on all fours as she reached back behind her...before right in front of Makarov's very eyes peeled her lacy black thong down, "...I read that this is what takes the most trust of anything...I _trust_ you more than anyone else, Master..." That wide smirk that had been on the old man's face slowly returning while he somehow manged to pull his jaw back up from the floor, in a flash he was behind her!

The rest of his clothes flying up into the air, the hands that had just been so easily handling Erza's massive thirty six Gs now pulled her clothes off the rest of the way, sliding her thong down and off of her long, slender legs along with her knee high white socks and high heels, leaving the Queen as naked as a jay bird! "...Ah...just...try to be a _little_ more gentle this time around, Master...I've never had my breasts played with like that before..." Erza sighed, her tender boobs wobbling as they hung below her like a pair of round perky pendulums, still sensitive from the ferocious make out session they'd had with the old man.

Slowly nodding his head, there was no holding back his enthusiasm at this point, not that he wouldn't try and be nice to his beloved Fairy Queen, "...Don't worry, Erza-chan...I'll...be _very_ gentle..." Crossing his fingers against one of the girl's curvy hips, he lined up his cock with her open core, the redhead's bare pink slit visible from between her slightly parted thighs, _'...Although something tells me you'll be even happier if I'm not...'_ The scarlet haired beauty turning to ask why she still hadn't felt anything, all of a sudden she did! Her jaw dropping wide open alongside her master's while Makarov slowly pumped every last inch of his long old cock into her ripe pussy! Spreading her thin lips apart just as he had her mouth as he entered her, she felt all of him going in, inch after veiny rough inch of manly cock filling her up until he felt something break! "...Uuhhhhhhh...Erza-chaaaaaannnn..."

Groaning out the redhead's name, he could feel her pressing around him, her silky wet virgin walls hugging him, the unbelievable, almost impossible to move tightness of her telling him he had just taken the Queen of the Fairies' virginity! "...Aggghhhhh! M—Master!..." Erza gritting her teeth as she looked back at him, the pain in that moment had been horrible, but then, as the old man started to pull out, his precum mixing with her own feminine juices while he thrust back into her again, she let out a long, low sigh as the pleasure started to set in, "...Ahhhh...Yes...Please... _faster_...Master..." A wide grin spread across his face as the redhead's tongue started to slide out of her mouth from how good it felt, Makarov picked up the pace.

His ten inch cock sliding all the way out of her slippery pussy, each of them groaned together as he plunged back in again! Rocking his hips against the knight's larger, but still more delicate frame, every second felt like another trip into heaven for both of them. Struggling to wriggle his wide manhood further and further into her slit with each thrust, she felt like a vice grip around him, but he kept going! Starting to gather speed the wetter she seemed to get, even from behind her the master could feel the momentum from her huge G cups swaying back and forth underneath her like a pair of oversized grapefruits hanging from a tree! "...Ahhh! Yes!...Yes!...Yes!..." Moaning out in pleasure while more and more of her sweet juices collected around the swollen lips of her pink sex, all Erza could do was press her firm booty back against her trusted master, wiggling it from side to side so that he could better push into her.

Steam starting to rise up between them, Makarov knew he was getting close, seeing Erza, his strongest of fairy girls panting beneath him, every time he slammed his aching cock into her flooding pussy causing them both to moan, "...Ahh...C'mon...Erza-chan...Don't you want to be a good big sister?!..." He yelled out, catching the girl by surprise so much that she squeezed around him, the old man's bulbous purple head throbbing, it was just enough to send him over the edge! A thick stream of hot cum flooding into her previously virgin sex, Makarov kept on thrusting, once, twice, three times coating the redhead's insides with his spunk before at last pulling out, a steady trickle of white cream leaking down across her ass. His perverted gaze dropping down to where his cum was going, without skipping a beat he slid his long cock down before pumping straight into her untouched ass hole!

"...AHHHHHH! MORE THAN ANYTHING, MASTER!..." Erza screamed out, her scarlet hair flailing around her half pained half pleasured expression. The knight staring straight ahead of her at her face in the mirror across the room, she watched as her old master fucked her last virginity away. Sliding his thick, meaty manhood into her before pulling back out. Each time he filled her tightest crevice up with his beast it made her huge breasts bounce and wobble around beneath her, the heavy globes no longer protected by the safety net of her bra, they bounced just as much as so many of her guild mates had dreamed they would! "...YES!...PLEASE MAKE ME A REAL WOMAN FOR THEM!...AHHHHH!..." Her moans growing so loud it was a miracle no one had come to the house wondering if there was a murder going on, Erza took everything he was giving her and more! Plowing into her pure hole again and again, the pressures slowly forcing even Titania down to the ground, her enormous boobies bubbling up against the carpet like big bouncy balloons as he fucked her. Sliding back and froth, only how slippery they still were from his saliva and cum keeping them lubed up to easily glide around underneath her.

"….AAAAAAAAAAAHHHHHHHHHH!" The old master pulling her curvy hips as far back against his cock as he could one last time, they reached a sweet roaring orgasm together! Makarov's huge cock pressing up against Erza's g-spot through her tight tunnels even _she_ had reached her limit. That ten inch beast for the final time exploding inside of her ass, he filled her up all the way to the brim, coating her untouched tunnel with a sea of hot magical cum, "...Ah...now... _now_ you are truly a woman...Erza...chan..." The guild master falling down on his bare ass behind her, he struggled to look up, though when he did the sight of Erza Scarlet's nude body spread out across his floor, covered inside and out with his seed made him rock hard all over again.

Feeling his vision starting to fade from pure exhaustion, handling a girl like Titania was an ungodly effort for any man, let alone one at his old age. His eyes closing and reopening several times, Makarov was just about to drift off to sleep when he felt those spectacular thirty six G cups he had come to love so much since first seeing their owner in a bikini pressing down against his bare chest, "...Thank you so much for doing that for me, Master...I _know_ it must have been so hard for you..." Unable to so much as tear his eyes away from the scarlet knight's bubbly cleavage swelling up in front of his eyes, still feeling her hard nipples digging into his skin, Makarov finally looked up as he felt a soft pair of lips press against his, Erza kissing him before suddenly both she, and her huge breasts bounced off of him.

"...Should I ever feel I'm losing any of my potential...I _know_ you're the only man I can trust to bring it back...again..." The luckiest old man in Fiore gazing up at the nude body of Erza Scarlet standing before him, with not a shred of clothing on her, she gave him a wink, her firm boobies giving him one last wobbly bounce before in a flash of light she was re clothed in her signature armor, "...Maybe I'll let Mirajane and Wendy know about this too..." She said turning away from him, the busty knight opening the front door, the slightest gust of wind catching her blue plated skirt and flipping it up just for him, giving him a world class look at her bare round ass that black thong still on his floor, "...They could use some skills for being a real big sister too..." The newly deflowered Queen of the Fairies closing the door behind him, Makarov fell back down, his head landing in some sort of soft black bowl, he pulled it out from underneath him...that wide grin of his almost glowing as he held up Erza's enormous thirty six G cup bra.

"...Now if _only_ I could get Lucy's off that easily..." Makarov chuckled to his tired old self as he passed out into one of the huge cups of Erza's bra, the sweet strawberry perfume of her spectacular melons forever caressing his nostrils as he fell asleep. The old man oblivious to the his bedroom door opening up behind him, the green haired girl inside holding up a small pair of magical hand cuffs as she made her way across the room to where a pair of spotted bikini top and bottoms were hanging. Her soft thirty four Gs giving a quick jiggle as she somehow managed to stuff them back into the cups, she turned to look at him. A wide evil grin spreading across the side of her lips as she started walking over to where he lied naked on the floor...perhaps Makarov wouldn't be inhaling Erza's sweet bouncy scent for _too_ much longer...

 **A/N: And just like that, that lucky old pervert Makarov has enjoyed himself with every last firm bouncy inch of Erza Scarlet a man could ever dream of! It was a blast being able to write Erza again, the edits I made to this chapter really doing a lot to bring out the character in both Erza as well as the pervy Makarov to a greater extent than I think I've done so far in this fanfic. So I am very proud of how this chapter came out. When I originally wrote it FOREVER ago it always felt too short, hot and full of details, but rushed in how everything happens. I think it is much better paced now while still keeping the heightened flow of events that tend to happen when two highly turned on people are going at it. There just won't be a ton of downtime in between sexy acts unless one of them is really trying to enjoy themselves at the expense of the other haha!**

 **To give a better idea though for what I mean about the pacing as well as the length of the chapter over all. It was around seven thousand words before I edited it a second time this morning and then was at eleven thousand before I poured in the author's note (which is the actual length I judge it by, not my perverted ramblings). Since this story is written by commission, the word count is set by what the commissioner pays for which was seven thousand so it was essentially all Erza due to budget constraints. I decided this morning to make it longer since for these lemony chapters less than ten thousand feels like I'm not doing this story justice. I have loved writing this fic a lot more than I initially thought I would, and want to thank the commissioner again for requesting it as well as the basic outlines for chapters. I still write and detail it, but the core idea of each chapter is theirs; they give the task, I make it happen haha!**

 **Gloating aside, everything that made up Brandish's scenes in this chapter aside from Makarov sitting in his chair thinking about her was thought of and written this morning of posting. Ever since I wrote the chapter of this story featuring her, my first ever time writing her, I have been hooked on keeping her present in the story. Between her short bobbed hair, curvy body, huge boobs, and of course feisty personality she's been a favorite for me since I first saw her, so it is easy for me to add more of her in there. And really, who _doesn't_ want to watch that lucky Makarov have another round enjoying himself with Brandish's bountiful body? I know I can't wait for more of her. As a consequence her opening scene isn't edited, but there again I do not usually edit scenes I add in during edits otherwise I am editing for longer than I already am and it takes upwards of four hours of just editing anyway with how long my chapters are!...At least I'm always proud of my work by the end of it XD**

 **Though it's been a while since I last posted a Fairy Tail fanfic I snuck in a quick poll featuring some of the more well-known girls from the series in between postings. I was going to keep it up through today and into the next update, but I think it's run its course AND I want to run another! The previous poll was asking _Which 'Fairy Tail Girl Is The Kinkiest?'_ and you all seemed to be thinking along the same lines by the way it worked out! Juvia was the one I originally made the poll for since I figured with how she obsesses over Gray and has a body pillow and shower towel and all that, but you all remembered the bondage! Both Erza and Mirajane have had quite a few scenes displaying just how much they enjoy dominating one another, or others with whips and rope, and black latex outfits so I should have seen that coming. That being said Mirajane took home second place while Erza Scarlet conquered first by a wide margin! **

**The next and now current poll is still about Fairy Tail girls of course, but now I am pondering a different question, the men of Fairy Tail can be pretty pervy at times, which to be perfectly honest between age and the fact that so many of the girls look like gravure models I can't blame them. So with those lucky guys, some like Natsu even luckier than all the others, I am wondering, _'If The Men of Fairy Tail Voted On Which Fairy Girl They_ _Got To See Naked Which Girl Would They Choose?'_ I think it would be an interesting question since there are quite a few they all seem pretty enamored with, the top three of course being the most popular three girls of the series as it is. Lucy's been a walking wet dream of many of the men since she first arrived at the guild. Erza, as much as she scares a lot of them, she still draws a ton of attention in her more risque outfits. Mirajane of course basically goes without saying, between the popularity of her Sorcerer's Magazine issues and bikini idol status she is a strong contender.**

 **So there you have it, the new poll is already live on my profile for your voting pleasure. Of course only one vote per person since there are only five options to choose from for who you think the Fairy Guys like most! I already have chapter six and seven for this story written, six will need a heck of a lot of editing seeing as it is almost all fan service at the moment, but you'll all love it. Then chapter seven...chapter seven came out to twice it's intended length before edits so I can't wait to get my hands on that one again to make sure it hits its fullest potential! If you liked this chapter or my work in general and want to let me know what you thought of it please don't hesitate to leave a review, it REALLY makes my day! See you all on the next update, and let the bouncy stay with you!**


	6. Mistress and Makarov

**A/N: WOW! It has been a long time since I last updated well, ANYTHING! Sorry about that to all of you who enjoy my work; I just have not been feeling very well. I am pretty sure I figured out the problem though, it was something stupid I was doing thinking it was right. So with that fixed things should start getting back on track! I have had this chapter sitting around for a while and wanted to have a chapter between Erza and the next girl so after over five thousand words of edits yesterday I finally made it a full and proper chapter of this story instead of just being fan service. Though as you know that is essentially my writing WITH some plot included haha! So with all my thanks for your patience and continued support here is the next bouncy chapter of _Makarov's Fairy Girls!_ Enjoy!**

 **An Hour After Erza Left, The Fairy Girls' Bathes:**

Even though a few years had passed since the final defeat of Acnologia at the end of the Dragon King Festival, but it would have been hard to tell... With how beautiful the many girls of Fairy Tail had remained, as well as a few newer flowers that had only now begun to blossom, even the older ones looked just as jaw dropping as they had back then. Today was a great day, not only had several of them finished their jobs at around the same time, but also by the looks of things their new bathes were at long last up and running. Making their way over to the back room they were excited, though none of them had any idea yet just where a simple bath among other ladies could lead...

Opening the heavy security door to the steamy room, one by one the girls filed into their side of the bathes which the town had built for them in the wake of their saving it. It was a little different from the original one designed after the end of the Grand Magic Games, the walls were more ornate, the water fall had a miniature slide attached should a lady be particularly daring in the nude, and of course the bathes themselves were almost twice their original size, though the guys' was unchanged for some reason. Makarov had explained to the boys later that it was a budgetary problem, though that was more code for 'Lucy was in charge and spent almost all the money on the girls' side.' Speaking of the celestial wizard known more for her body somehow than her magic...

"Kyyyaaa...I've been dying to climb in here ever since we got back!..." The guild's signature busty blonde said as she lead the procession of girls into the Fairy Bathes. Lucy Heartfilia letting out a soft sigh of comfort at the hot steamy air as it flowed through her hair and up under her clothes, dampening the pale, soft skin underneath, "...This is _the best_ part about getting back to Magnolia!..." Reaching up to undo her side ponytail, her long, platinum blonde hair fell down her back nearly reaching half way down towards her round bottom as she walked along.

Each step she took sending bouncing noises echoing across the room, Lucy's already considerably large breasts from her earlier guild years had finally, as she claimed, finished growing, leaving the blonde with a huge pair of truly remarkable thirty two H cups. Wrapped over her enormous sweater puppies was an old shirt from her modeling days, a back up from back when Natsu had returned after his one year absence, the checkered blue and white top stretching even more over her endowments than the matching blue skirt was.

The usually flowing material of the tank top now hugging her heavy breasts as they bounced almost freely around inside it despite the bra she had on, the front of it sunk way down, exposing a long, pillowy line of her perfect pale cleavage, her bouncy flesh moving around at even the slightest movement. Her skirt as well was noticeably tighter than before, the top of it clinging to her thicc hips while the petals barely reached down to her lower thighs, their almost dancing movements constantly teasing anyone she passed more and then less of her long silky smooth legs when she walked. Lucy was always known as the cute blonde of Fairy Tail that was always ending up in sexy situations, but she was almost doing just that only by wearing her old clothes as her generous endowments bounced and jiggled around beneath them. A hint of one pink nipple poking through the checkered tank top at certain moments, it was all Makarov could dream to see through his lacrima monitor...if he had been the one viewing it.

Sitting atop the dirty old man's recliner, her supple curvy bode once more adorned in her own jaw dropping spotted bikini, Brandish couldn't help noticing just how sexy Lucy looked, "Damn, and I thought Blondie was showing off too much skin when _we_ were bathing together..." Ignoring the pained sounds coming from the muzzled old man tied up at her feet, the green haired wizard instead kept enjoying the view, "...But then I guess that comes with having such _huge_ tits..." Another muffled groan erupting below her, Brandish smirked as she lowered her gaze to her once mighty Master. After catching him in the afterglow from fucking Erza Scarlet's brains out, the Alvarez girl had wasted no time in tying him up, bounding both his eyes and mouth while she took over his throne, "...Heheh, What's that, _Master?_ Did you want to see your little Lucy's enormous melons?..." She said with a grin while she mocked the blinded old man, his head quickly nodding up and down as he tried to convince her to let him see.

"...They really are _spectacular_...I didn't _know_ boobs could get that big...they're _barely_ staying inside of her shirt..." Pressing her foot down on Makarov's back as he jumped and tossed around on the ground, Brandish grinned at how easily she was messing with him, he, like all men, couldn't resist the chance at seeing naked girls, "...If they keep bouncing around like that she'll fall out of her top..." Keeping her heel both metaphorically and literally pinning Makarov to the floor, Brandish chuckled to herself, giving the old man a crocodile grin as she twisted the knife a little deeper, "...But I know you don't want to see that...You wouldn't even know what to do with tits that big..." Hearing his begging whimpers and moans only increasing all the more at her teasing words, Brandish merely shook her head solemnly as she kept him under her heel, "...It would be too much torture... _even for you_...struggling to hold those enormous things up...then there's all the squealing..." Leaning over the front of the recliner, her own big bouncy breasts bubbling up against her knees as she did, Brandish whispered into Makarov's ear, "...The _sounds_ Lucy makes whenever you squeeze those huge jiggly tits of hers would drive...you... _wild..._ "

Makarov squirming around beneath her foot like a rat in a trap, Brandish smirked before turning her gaze back to the screen, it was a good thing she was the first one to use this spy lacrima...owe the troubles that would occur if Makarov had control of it! The girl following in behind Miss Fan Service, was one of those newer blossoms, herself, Wendy. The little blue haired girl had grown in more ways than one since their final battle with the evil dragon, and in all the best ways. "No kidding, Lucy...It really does feel amazing in here!..." The girl's long blue hair leading down to her shoulders, she looked a lot like her Edolas self did years ago, wearing the very same style turquoise tube top that her alternate self had worn, the fabric was just enough to hold her newly minted thirty two E cup breasts in place. Her new globes of wonderfully bouncy fat just the start of just how well-endowed she would become jiggling when she dashed in behind her adoptive big sister, the pair smiling at each other when Lucy looked back.

Apart from her tube top which always seemed to be moving between revealing and conservative depending on how her boobs bounced around, Wendy Marvell had on a matching pair of tight fitting blue jeans. Holding onto her tight round ass like a second skin, they ended right beneath her belly button a small strip of her belly visible before her tube top began. She was still not quite as tall as Lucy, perhaps an inch difference between them, though it wasn't because of her legs. The jeans hugging them tightly she wasn't thicc, but she was curvy, those long pillars going on for miles wrapped in the jean fabric, her tight bottom pressing out against it with every step she took. Though she suddenly found herself bolting a few steps faster than she planned to when she felt-

 _Bo-Boing!_

"Wow! It really is nice in here—" Kinana said as she abruptly walked in behind the curvy bluenette, Wendy may have joined the 'Bouncy' club at the guild, but that didn't mean she was a heavy weight, now the two huge balloons Kinana was accidentally squishing into her upper back...now those _were_ heavy weights, "...Oopsie! Sorry, Wendy!..." The pixie haired purplenette blushing as she backed her boobs out of Wendy's hair, it was a little late, but she hadn't meant to boob bump her. Time too had been generous to an already very gifted girl prior to the GMG. The light green halter top with its dark green trim she had always worn a size bigger than she used to wear, Kinana's heavy thirty Gs fell back down as they were let down from Wendy's back with several heavy bounces, gravity fighting with her breasts' natural perkiness to put on the show of a lifetime as they jiggled back into position, "...I sometimes forget to watch where I'm going, heheh..."

Grasping the strings around her neck to make sure her halter top didn't fall down and let her huge boobies come sliding out into the open like the last time she was serving Master Makarov and nearly causing the old man's second death. The thin material staying in place this time, the way she pulled the strings only yanked up her spectacular valley of soft cleavage even more, her globes jiggling and shaking around inside it as she too began to expose a hint of her flat belly underneath. Kinana always managed to put on an exhibition with her melons, but sadly the same couldn't be said for her legs, her porcelain beauties hidden beneath a long flowing white skirt that touched down around her ankles. Though considering where she was the babe was bound have to reveal her mouth watering legs at some point.

"Yeah, and next you'll try and tell her Lucy's wearing a bra today, haha!..." A small hand pressing into the back of the purplenette's green halter top, Meredy rushed the girl on ahead a little more, praying that this time at least Wendy had gotten clear, or Lucy had turned around to meet the challenge, "...But there again, we can _all_ wish; can't we?..." Stepping into the room, her large, perky thirty four E cups gave a gentle heave in her beautiful red bodice that was hemmed with white frills all along the openings. The short dress flowing down her body, the skimpy little number didn't even reach half way down her thighs, the sight making Lucy's short skirt seem like a good idea compared with just how much leg she showed.

One wrong step with what she was wearing and the thin red material would ride up, not just showing every inch of the pinkette's long white legs, but the bottoms of her tight ass as well, her cheeks peaking out just from underneath her pink panties. But even so every right step just lead the eye down her tall thin legs, a drool worthy section of pale skin showing before a night black pair of stockings wrapped over them just above her knees do to her growing a few inches in the last few years, the fabric following her limbs the rest of the way down until they wrapped around her delicate feet. Not that the pink haired girl had any right to say anything about Lucy's huge jugs bouncing around, especially when all it took was one lucky gust of wind to show off nearly...everything...as Meredy found out all too well when a knight sent a burst of air right up her dress, the material giving way and revealing those little pink and bow tied panties she was wearing, "...Ah!..."

Giggling at the lacrima view she was getting as Meredy jumped to the side, Brandish felt her eyebrows move up a little as Makarov almost seemed to push himself up a few inches even though his hands were tied behind his back, "...Oh? Did that sound turn you on _that_ much?..." She asked, raising one green eyebrow at him as he wiggled even more below her, the soft voice of another fairy girl coming from the lacrima as she spoke, "... _Geez,_ you really are a perv! Just _hearing_ girls is making you get a fat one!..." Laughing as she fell back in the chair, Makarov let out another pained groan when her foot pushed him over, rolling the old man onto his back before her toes pressed into his crotch! His eyes popping wide open beneath the blindfold keeping him from seeing the many scantily clad fairies on screen, he opened his mouth just as she rolled the ball of her foot up along the underside of his clothed cock!

Letting out a short squeal at the same time, before hurriedly moving out of the way, Meredy was followed in by the most senior, though there was never a word that fit them less, fairies of the group, Mirajane and Erza, the two already eye to eye over something or other. "Now, now, Erza...what did we say about messing with visitors?..." Mirajane said with a smile on her face a she accompanied the probably more enthusiastically dressed girl into the bathes. The model herself having on the very same little black dress she'd worn during the games, fabric clinging to her jaw droppingly bikini model grade body in all the right places. Holding onto her around her shoulders, the rim was lined with ruffled white frills similar to Meredy's though much larger. The opening exposing all of the top of her chest, a healthy amount of the most lusted after breasts in Fiore were on display, her perfectly bouncy boobs creating a perky, yet still soft valley of cleavage as it disappeared into the white lining while still reminding anyone who saw her that those were indeed Mirajane's natural thirty four F cups jiggling just out of view.

"Something about me saying if they get _out_ of line I put them back _in_ line I think?..." Erza replied with a challenging snarl hidden beneath a face full of friendliness, the two women sparring like wolves fighting for supremacy with happy smiles on their faces. The knight's hand now moving down to take a shot at the model's side, Mira caught it, before it got too far, reaching only to the lighter black wrapping around her waist. Her dress continuing lower until it formed another white layer of frills at her hips before finally resolving itself in a curtain of obscuring black fabric around her ankles. Still though, despite having nearly every inch of the body that just seemed to spill out of her string bikinis in all the right places covered up, the black material still managed show off as much of her natural curves as it could, clinging to her round hips enough to make her round, soft butt cheeks appear as a pair of round drums behind her.

Snatching her hand away the moment Mira caught it, the action causing the Strauss girl's signature white front tail of hair to wobble before the model reached up to undo it, letting her soft white bangs spread out across her forehead, her pure white hair cascading down her back at the same time, "...And all this coming from the girl who thinks there is nothing perverted with wearing a nurse outfit while training with Master?..." The snow haired girl pulling at the top of the redhead's white nurse uniform, Erza's heavy thirty six G cups bounced and wobbled around inside of it, already one button popping undone to reveal an unhealthy amount of feminine boob flesh to the steamy air of the bathes, "...Oh? And they pop out _that_ easily...interesting..." Mirajane walking ahead one sexy step at a time, Erza moved to fix her uniform before giving up when her anatomy refused to allow her to with a huff.

It didn't matter anyway, Erza didn't mind showing off when she had to, and besides they were all about to strip naked anyway, "...Says the girl who gets half naked for a hobby..." Pushing some scarlet red hair out of her eyes she followed behind her, not that even just standing still she wasn't an image of pure fan service incarnate. Erza's nurse outfit hugged her body more than any other girls' did, the top with her sleeves rolled up to her upper arms outlined her heavy firm breasts while doing nothing to minimize the enormous size, the green stripe on her left sleeve more like an arrow to her rack than anything else. Her long red hair that normally flowed down her back was up in a messy bun, several long bangs of scarlet silk hanging in her face, moving just as her globes did whenever she moved.

But by far the worst or best thing about her outfit though was just how short it was, just like how much cleavage Lucy's top showed off, that was basically what Erza's nurse outfit was for her legs. Riding up so high that the black satin panties she was wearing underneath nearly showed whenever she so much as changed position, her smooth mound covered in the black fabric popping in and out of view every time she took a step. The white rigid material of her nurse uniform clinging around her hips before ending out in a skirt so short it was barely legal outside of Magnolia. It just seemed to contour to her natural curves, following them, melding to her long porcelain legs no matter how she moved, the mere act of uncrossing her legs were she to sit down one that was promised to bear everything.

"...Hmmm...Now _that_ really gets me wondering..." Brandish said with a wide grin, the greenette righting herself in the old man's recliner, at the same time the ball of her foot rubbing against the sensitive underside of his huge cock, "...Is there any reason in particular all of the girls in your guild like to walk around half naked?..." She asked, noticing with a glint in her eye where her foot was positioned on the master's groin just enough to push it into him even rougher, "...Lucy I can understand...the accidental exhibitionist...but what about Erza?..." Recalling how she had found him after he had ravished the red haired fairy girl until she'd given him every one of her virginities, Brandish knew he had a special weakness for the knight, "...Why would a 'tough girl' like her walk around with so little on?...Hmmm?..." Rolling the ball of her foot around and around where she could feel his bulge was straining against his pants, the greenette giggled as the old man moaned in pleasurable agony.

The tip of her big toe pressing up along the underside of his bulbous cock head, Brandish could almost _taste_ the testosterone she was working out of the tip, "...Surely there is no way a _responsible_ Guild Master like _you_ would have a hand in _that_..." A round damp spot beginning to form at the top of Makarov's growing bulge as Brandish continued to tease his manhood, the old man let out a long groan of denial, "... _Uhuh_...Well I guess I'll take your word for it..." Smirking, the Alvarez mage brushed some short green bangs out of her emerald eyes before she once more turned her attention back to the lacrima, "...After all...If you were making them wear those _skimpy_ clothes...There is _no way_ our favorite little blonde would ever be able to wear a—"

A devious smile spreading across Brandish's cheeks, she tilted her head to the side at her captive Master as she gave his hard cock another slow press with her big toe, "...Oh! It looks like we're about to find out!..." Grinning wider than Mirajane did just before attacking a defeated foe in her Satan Soul form, the bikini clad babe at last took her foot off of Makarov's cock, "...C'mon, _Old Man!_ " Brandish shouted, the greenette hoisting him up onto the recline on her lap, her small hands grasping his ancient cheeks before turning them towards the lacrima, "...You can sit up here with me, your new _Mistress,_ so that we can watch this _together..._ " Squirming around in her hold, Makarov was helpless while Brandish kept him still on her lap, though making sure his head didn't dare press against her chest, "...Just make sure to keep your eyes _wide_ open..." She said, watching the lacrima with bated breath while pretending to fiddle with the knot holding Makarov's blindfold on, "...I doubt you'll ever get the chance to see _Lucy_ take her top off again..."

The blinded old man shaking and struggling to knock the blindfold off of his eyes, it was no use, the erotic sight unfolding on the lacrima happening without him seeing it. With the rest of the Fairy Girls having finally made their way into the bathes, Meredy suddenly put her finger to her lips to silence the others. The deviant pinkette pointing at a particular fairy while she started to undress, all eyes except for the poor bound Master's were on her. With one mouth watering moment that seemed to drag on forever, everyone watched Lucy as she started to take off her top. The well-endowed blonde grasping the bottom of her blue and white tank top before slowly peeling it up and over her head, it was only when Lucy Heartfilia's enormous thirty two H cup boobs came bouncing out into view that the atmosphere in the bathes seemed to heat up! "...Damn, Lucy! _No wonder_ you've been bouncing all over the place!..." Meredy giggled seeing Lucy's perfect, soft globes jiggle around in the open, the blonde quickly wrapping her thin arms around her huge breasts, with how large they were she was lucky to cover up her pale pink areolas, "...And here I thought the rumors in Sorcerers Magazine were all made up!...Though maybe all, but _one..._ "

Struggling to contain even half of her boobs, which were big even by Fairy Girl standards, the blonde could only blush a dark shade of red as she glared at the pinkette,"...Hey! It's bad enough I have Cana teasing me about them; I don't need you starting too!..." Lucy barked back at her while she undid her blue skirt with one hand, the material pooling around her ankles along with her top. The wizard having been wearing a pair of decorated powder pink string tie panties underneath, with one pull of her finger they too fell down, revealing every inch of Lucy Heartfilia in all her sexy glory.

Lucy didn't have the curviest body, but between her flat belly and thicc thighs that formed into two soft fleshy globes of fat behind her, she could only be completed by the huge bouncy H cups hanging off of her chest, "...Damnit! I can't _believe_ they actually published that! And just when my book was starting to make me famous!..." Lucy sighed under her breath, the constantly disrobed blonde had always been known for her spectacular pair of melons. Though, because of an _incredibly_ detailed description of them in an article for Sorcerers Magazine by a certain anonymous 'fire master of awesomeness' every job offer she got _suddenly_ involved her wearing something she was barely able to squeeze into… "...And _why_ did they say I _always_ lose my clothes when I'm on a job? I _so_ do not!..." Shaking a little balled up fist as she thought about how easy it was to get Jason to cut that extremely intimate article from her bikini cover model issue when Natsu had come with her, "...When I find that stupid 'fire master of awesomeness' I'm going to beat him to death with his own cat!"

Meanwhile, the green nail polish on Brandish's fingers shimmering in the light of the lacrima as she slowly stroked the top of Makarov's bald head, even still the tears continued to pour down his face from under the blindfold, "...Nooooo! How could you make me _miss_ seeing Lucy-chan's perfect boobies?!..." He quivered with sadness, still out of breath from how hard he'd been struggling to shake loose his blindfold and see the greatest sight man could ever behold, "... _Please_ Brandish! Let me watch my naked fairy girls too!..." The old man groaning at the regret of missing out on viewing Lucy stripped live in front of him, instead of a rush of air taking the blindfold off of him, instead he felt a pair of fingers press against the bulge straining against his pants, "...Uuuuugh! Brandish—Uaah!" Choking on his own gathering saliva from the anticipation of seeing a topless Lucy, Makarov winced as Brandish gingerly ran her two fingers all the way up his bulge until they reached his waistband, "...Now...Now...It's _Mistress_ from now on... _Remember?_..." She said, whispering the words into the shell of his ear from only mere centimeters away, her twin digits peeling back the front of his pants' waistband before slithering underneath the fabric, "...You're _my_ slave now, _Old Man_..." The Alvarez mage grinned evilly, her bikini clad body being just as well a full body outfit with how little the guild master could see while she continued to push her hand down his pants, "...You will address me as _Mistress..._ If you want my hand to keep moving..." The sharp tips of her green fingernails scraping against the hard flesh of his pubic bone, her fingers seemed to melt out across his groin only to hone in around his cock, teasing the sensitive skin at the base of his throbbing manhood until she heard him gasp.

"...YES! YES, MISTRESS! PLEASE KEEP MOVING, MY MISTRESS!..." Makarov shouted at the tops of his lungs, the old fool panting like a dog about to get his bone while Brandish merely chuckled behind him, "...Please...I...really want...want...Uuuuuhhhh..." A long, guttural groan of relief echoing throughout the dark living room of the Master's house, Makarov's head hung back in the air behind him as those _long_ feminine fingers wrapped around the base of his aching cock, "...Uhhhh...Aaaahhhh..." Letting out another and another deep-throated moan at the sensations spreading out across his manhood with Brandish's simple ministrations, all he could do was thrust out his cock even further into her palm. The greenette squeezing her fingers even tighter together the higher up his cock they got, she gave the pulsing head a firm twist before pumping her hand back down the underside of his beast.

Repeating that same motion again, though slower this time, the girl ensuring that her captive master was enduring more torture than pleasure out of her touch, Brandish leaned in even closer to his ear, "...That's a good _Old Man_...For that you can rest your head for a little bit..." Finally allowing him to recline some against her, Makarov's free hanging head was suddenly pushed up right again as he felt a pair of huge bouncy pillows squish up behind it, "... _There_...is _this_ a little more comfy for you?..." His huge manhood thrusting up into her closed fist as he felt her huge boobs supporting him, he could _feel_ her laughter through her jiggling globes as she giggled at him, "...Too bad your hands are tied up...Then you could _really_ make yourself comfortable... _Oh well..."_ Stroking up along the underside of Makarov's cock before he could so much as begin to complain again, Brandish smirked as even more supple female skin unveiled itself on the lacrima.

The remaining girls all following suit, albeit after a few were done enjoying the view of the blonde wonder's boobies bouncing around in the steamy air. Meredy a little closer to the stacked celestial wizard than the others were, she just couldn't take her eyes off her while she undressed. Undoing the buttons on her short red dress before it fell right down her body, pooling at the pinkette's feet as she reached behind her back for her magenta and black laced bra. Undoing the clasp, her long pink hair came flowing down while the girl's large pair of E cups bounced out, wobbling slightly before they were forced to hang down as Meredy slipped her fingers into her matching set of panties. The tiny scrap of fabric sliding down her womanly hips to reveal a small puff of pink fur above her slit, just in case any guys were wondering if her pink hair was natural...

Not that anyone questioned _that_ part of the girls very often, more often than not it was if a certain other pair of things were really… _Boing! Boing!_ Wendy and Kinana each taking a deep gulp of air, they too stripped down. The purplenette's green halter top and her slightly younger bluenette friend's tube top sliding up their beautiful bodies, it was just as their tops peeled over their chest that out bounced each of their own spectacular melons. The sounds of their feminine globes jiggling against each other enough to make even the men in the next room over weep with envy, despite their almost familial bond their bodies were far from the same. Wendy's perky E cups sticking up and out from her chest like a pair of soft, yet slightly firm marshmallows, just barely keeping their shape despite gravity's war on their natural bouncy shape. Kinana's on the other hand drooped down a little more with their larger size, and though her breasts weren't nearly as perky as Wendy's, their super soft consistency meant her G cups jiggled around with even the slightest movement; Wendy had the kind of jugs perfect for flashing, not that she would, but Kinana...give her a bikini and a staircase and dreams came true.

The ladies then leaning down, Wendy tugged her tight jeans down the rest of her body, revealing a pair of long thin legs, her thighs carrying just enough womanly fat on them to fill out any outfit, while not causing undo suffering should her bikini bottoms snap off as Lucy and her thicc hips had happen last time they all went swimming. Right behind her just as early Kinana untied the knot holding her long white skirt up behind her, she too unveiling a beautiful pair of white legs, though hers were much meatier, thick, wide thighs, a round, but curvy pair of hips and the kind of legs that only a girl who didn't work for tips would cover up meeting the steamy air. Then, with each of their breasts squishing up against their thighs when they bent over, Kinana suffering quite a bit more due to having G cup boob flesh in her face the whole time… The girls hooked their fingers into their panties and simply slid them down, each silky pair reaching the floor they stepped out of them, both suddenly blushing when they noticed that they were the only ones who didn't trim down South.

Staring wide eyed at Lucy, though for reasons other than the usual wardrobe malfunction or right now with how much trouble she was having just trying to wash her oversized knockers. The soap making her H cup boobies extra slippery, Lucy had the most embarrassed look on her face as she tried to get a grip on them while they jiggled around in her arms, constantly slipping out of her hands. The girls' eyes going lower, they were right...the blonde...was clean shaven… At least Meredy had _some_ hair down there albeit with a good trim though looking around the room their blushes only seemed to get that much darker when bypassing the blonde they found themselves staring at Erza and Mirajane. "...And you _really_ think you've got the best body in the whole guild?..." Erza snapped as she yanked at the buttons holding her nurse outfit together, a few buttons popping off the top while bouncy white cleavage just seemed to spill out of the increasingly wide opening the more buttons she undid, "...I can outdo you any day, just ask Master..."

Watching as Erza stripped completely naked in a matter of seconds, for her rival next to her as well as the two younger girls it seemed to be in slow motion. Her fingers moving in a blur they slipped each button out through its adjoining hole bit by bit unleashing more and more of her firm melons into the world before finally those huge G cup knockers she always had pushed up in armor bounced free! "...Just take a look at these… Do you actually think a _girl_ like you could compete with this kind of _womanly_ development?..." Holding her hands on her hips while the rest of her nurse uniform fell down around her, all Erza was left standing in was a thin black g-string, the material hugging her fit curvy hips like a rubber band before with the jerk of her hand she snapped the side, causing it too to fall to the ground, exposing the knight's soft, bald pussy to the perverted steam of the room, "...Impressed yet?..." She asked, merely holding the pose just to anger her rival a little longer.

"...Oh you have _no_ idea..." Brandish smirked staring at the lacrima glowing in front of her, the green haired girl doing her best to keep from laughing her ass off at the show before her eyes, "...So _that_ is why you wanted to see _'Erza-chan'_ without her clothes on, huh, _Old Man?..._ " Her thin wrist bobbing up and down under the waistband of his pants as she continued _pumping_ her hand along his aching cock, tenderly squeezing the firm flesh each time she teased him, "...She has _quite_ the body...Too bad you don't get to see it..." Silencing his pathetic attempt to shout back at her with an especially harsh twist of her palm around the throbbing purple head, Brandish slowly worked her way back down to the base of his cock before gingerly cupping his heavy balls, "...I bet you'd _love_ to see her and Lucy naked together...Maybe they can compare their huge tits?..."

Jerking her hand up and down his manhood she could feel the river of precum flowing down the underside of his beast the more she stroked him off, her fingers getting covered in the clear slippery fluid, "...Though which one do _you_ think has the better pair?..." Brandish teased, her soft breath tickling Makarov's ear while she faintly spoke into it. Her grip on his long cock tightening as she said one fairy's name after another, "...Is it Erza's big _firm_ tits that get you off?..." She asked, his cock giving a strong thrust in her palm when she said the redhead's name, another burst of precum trickling over her fingers, "...Or are Lucy's huge _soft_ boobs you missed seeing today what _really_ make you hard?..." Makarov letting out one more ragged breath, Brandish felt the cum flowing up through the trunk of his cock before suddenly she squeezed purple helmet at the top.

Keeping her hard grip on his manhood until she felt his orgasm sink back into his balls, she pulled him even deeper into her own bouncy bosom as she chuckled into his ear, "...Heheh...Damn, you have it _bad_ for her, huh?..." Brandish said with a giggle, enjoying the whimpering coming out of her slave's mouth while she slowly returned to teasing his aching cock, "...Too bad there's no way an _Old Man_ like you could ever convince her to show you those _huge...bouncy..._ blonde boobies she's always having so much trouble hiding..." Makarov gritting his teeth in a mix of pleasure and pain as Brandish once again began stroking his increasingly sore manhood, it was hard to tell what was making his body ache more; the green haired wizard's fingers swirling around his cock head...or the mere _idea_ of getting Lucy to flash him those spectacular melons of hers...

The lacrima the only light in the room to illuminate Makarov's tortured expression, he was oblivious to the reaction of a certain bar maiden to Erza's challenge. Closing her eyes to shake her head a little, Mirajane took a deep breath. The snowy haired bikini model slowly opening her eyes again, she then reached behind her back, skilled fingers moving at the speed of light, the knot holding her dress together suddenly coming undone in a flash! "...Heh...maybe, but I think Fiore's already voted for their favorite..." The figure hugging black dress that she had worn to the Grand Magic Games falling down, it came off her almost like a cloak, fluttering out around her as more of her curvy body was exposed.

Mirajane's perky F cups breasts bouncing down before jiggling back into their mouth watering soft honey dew shapes again as the outfit unleashed them from where they had been squished together, she'd met Erza's challenge head on! "...I'm the most popular model Sorcerer's Magazine's ever published for a reason!..." They weren't as big as the knight's, but they were so much more even in consistency. Mirajane's melons had just the right ratio of perky firmness to soft bounciness, they would hold their shape, but at the same time were easily molded into any form a man _or woman_ could dream of, unlike Erza's especially firm pair, "...And as I remember you, Erza didn't seem to mind massaging them after the games...Or was I just _imagining_ that?..."

Smirking at the agitated look on the redhead's face, Mirajane struck a pose, jutting her round hips to the side, that soft, smooth ass of hers straining against the red and white symbol dotted bikini she had on underneath, right before all four knots came undone in one smooth motion! "...And just to make it clear to you... _this_ is a move I learned modeling..." Holding just the right pose to show off all of her curves as her bikini came apart around her, the triangles of her top peeling away, exposing a pair of pert light pink nipples at the center of her boobs when they jiggled free, her bottoms just as easily sliding down her womanly core, showing off everything without a hint of hair hiding away her beauty. Unveiling herself in all her glory, Mirajane stood there, pushing out her chest so her F cups bounced around entrancingly before coming to a standstill, her butt even doing a little wobbling as well when she winked, sealing the deal.

Wendy and Kinana each breaking out into a round of applause for the best strip show they'd seen since...ever; the girls soon calmed down when they noticed that Mirajane...just as Erza and Lucy and a much lesser extent Meredy was... _groomed_ down there. The girls all settling down for the time being, they got into the bathes, well, most of them, as Wendy soon discovered large globes of almost pure fat tended to...float. The bluenette blushing at seeing her boobs come back up to the surface every time she tried to push them down, she almost jumped when she heard some giggles beside her, turning to look, the first thing she saw was her problem times two. "...Heheheh! I _still_ can't believe how much you and Kinana have changed, Wendy..." The busty blonde smiled at her little sister of sorts, her brown eyes looking over her admiringly even while the two cooler haired girls struggled to get comfortable in the steamy bath, "...Just a few years and you guys look better than I did at eighteen!..."

The pair of them blushing some more at the compliment, Wendy was about to object to that last comment when Meredy piped up, the pinkette not too far away in the water as she looked the threesome over, "...Hahaha! Don't get all bashful over there, you two, ya know I had to wait for my body too!..." Tilting her head so her pink hair swished across her eyes a little, she smirked eyeing Erza and Mirajane as they finished picking up their clothes after their stripping match, "...Though the real lucky ones are them, Erza, Mira, and Miss. Big Tits next to you..." The pinkette giggling some more at the indignant look she got from the red faced blonde, she waved it off before going back to what she was saying, "...They all got to keep their bodies in fairy sphere...though they only seem to have gotten even bouncier these last few years..."

Lucy crossing her arms over her floating buoys as she sank a little lower in the water to cool the steam rising from her embarrassed face, Wendy looked down at her body, then at the blonde's; thoughts rolling through her head. Even though the bluenette had at last developed, puberty didn't seem to have been the same for her as it had for the other girls. Sure she had hips now and a rack that had her guild mates asking her how strong the fabric was in case she ended up in battle, but otherwise she was still on the petite side. Not too small, but shorter than the rest slightly, like an earlier model than the others were. Lucy, Mira, Erza, Meredy, Kinana...every part of them was woman, sexy, curvy, bouncy, but her...she still felt like some parts were struggling to catch up… "...Thanks you guys..." She finally spoke up, regaining the attention of Meredy and the blonde exhibitionist, "...I appreciate your support...but...I just don't fully feel like I've caught up just yet..."

Brandish putting her free hand to her cheek while she tilted her head to the side in sympathy for the blue haired girl, even while letting out a caring sigh for Wendy, her other hand didn't let up on the old man's cock, "...Poor girl...I _know_ what it's like being the one not stacking up..." Her short green bangs waving back and forth in front of her closed eyes, the Alvarez mage watched Wendy's nude figure in the lacrima with support, "...Just hold out a little bit longer...I'm _sure_ you'll fill out just like me—Hey! Don't even _think_ about it!..." Brandish suddenly shouted, squeezing her fist around Makarov's cock when she noticed his tied hands trailing up her belly towards the clasp of her bikini top until he gasped falling backwards again, "...Who gave you permission to take your _Mistress'_ bra off? _Huh, Old Man?!_..." She asked, grinning at the short, ragged breaths leaving his lips while she worked him over, rolling just the very tips of her fingers around the small slit at the top of his cock. Dabbing them in the constantly refilling pool of precum only to trace teasing lines all over the rest of the throbbing purple helmet with it.

"...That's right... _No one_ did, pervert!..." Brandish whispered cruelly into his ear again, a devilish edge to her voice this time around as he felt her hand abruptly let go of his cock before sliding back out of his pants. That wide smirk of hers only growing at the desperate sounds leaking from his mouth as he struggled to get that one last push over the edge from her hands before they left him, suddenly Makarov let out a loud grunt as his knees hit the floor, "...So because you keep pissing me off... _Now_ you're going to have to be the one pleasuring _me_ for a change..." The old master while still unable to see a thing through his blindfold, could still _hear_ the sounds of Brandish adjusting herself in his recliner...while she slowly pulled off her bikini bottoms… "...But only with your breath...Don't you even _think_ about touching me 'down there' ever again..." Her hand holding his head back so he couldn't get close to her sex while the other went to drop her panties beside the chair, Brandish scowled at him, "...I _know_ you heard what I just s...So hurry up, _Old Man_...make me cum before I shrink your cock to the size of an ant!..."

Drool flowing down from the sides of Makarov's open mouth like waterfalls, there was no mistaking the sound that he had just heard, the familiar sound of clothes being taken off. It was a sound he had grown well accustomed to in his unforgettable experiences with Yukino, Erza, and of course Brandish herself, "...Heh...Heheh...So you _want_ to feel the skills of a _real_ man...Eh, Brandish?..." The guild master said with a grin, purposefully making sure to call her by her real name rather than her newly assumed title, "...Then in _that_ case..." His nose taking in a sweet, _unforgettable_ smell as it ran across his old nostrils, there was no mistaking the source...deep between the greenette's legs, "...I'll _remind_ you how rude it was not letting your Master finish...so in return..." Keen hearing that could only come with years of honed training peaking at the agitated grunt leaving Brandish's lips as he once more failed to address her properly, the uppity girl took her hand off his head just like he knew she would. Raising it up in the air to knock some respect for his Mistress into him, unfortunately for Brandish...Makarov was faster! "...I promise I won't be as rude to you!"

But before she even had a chance to stop him, the old guild master of Fairy Tail shoved his head right in between the Alvarez babe's legs! "...EEEAAAAAAHHHHH! GET OUT OF THERE, YOU STUPID OLD MAN!..." Brandish squealed, the half naked girl suddenly jumping up against the back of her stolen recliner while Makarov dove between her pale white thighs for the prize hidden between them, "...I SAID YOU WEREN'T ALLOWED TO TOUCH ME DOWN THERE!..." Letting go of her bikini bottoms to let them fall forgotten to the floor below, Brandish quickly grabbed his bald head with both her hands, _trying_ to put him out from where he was burrowing...but it was no use, "...EEEEEEEEEEEAAAAAAAAHHHHHHH! DAMNIT! OLD MAN!..." Squeezing her silky soft thighs together as hard as she could in a last ditch attempt to keep him out of there, her emerald colored eyes abruptly shrunk down to the size of pinpricks as she felt the tip of his long _wet_ tongue slide all the way up the middle of her thin pink lips… "...Eeeeehhhhh!?"

Makarov now the one smirking as he nuzzled his face into the apex of the rotten girl's thighs, relishing the paralyzed sounds coming from the girl above him at the sensations of his bristly mustache rubbing back and forth across her sensitive pussy, "...Mhmmmmm...Why so _quiet,_ my Mistress?..." He teased, now using her assumed title to agitate her as he slowly slid his tongue along her quivering sex again and again, each lick up the middle of her pink lips followed by another, "...You were being _so loud_ before..." Wiggling that strong pink muscle into the center of her tightly clenched lips, bit by bit he was managing to wriggle his tongue in between them, "...C'mon...I _thought_ you _liked_ it when I called you that..." Brandish's whole body shaking the more she tried and failed to force the old pervert's face out from between her legs, the greenette could only stare down mortified before letting out another high pitched squeal as Makarov's tongue forced its way into her sopping wet pussy!

Back in the lacrima, a loud 'tsk' sound came echoing across the room, the noise making the other girls turn to see Mirajane walking by...all ten out of ten Sorcerer's Magazine 'sexy points' of her, "...What are you all talking about? Of course you're caught up, Wendy!..." Giggling a little as she made her way into the hot water across from them, Mira smiled, giving the younger girl a wink that was more appreciated by some than others, "...Poor old Master would have a heart attack if he saw you right now, haha!..." The other girls laughing along with her, Meredy couldn't help thinking how crazy the idea was, there was no way Makarov would ever end up in the girls' bathes, let alone when they were there. But Wendy and Kinana on the other hand just blushed as they tried to laugh along with them, each of them looking at the other nervously. The embarrassment of the old man seeing them in their undressed state making Wendy look down at her well-endowed figure, the blush only intensified when her tits floated up to the waters surface again.

But the younger girls weren't the most annoyed by the idea of the man seeing them all naked, an agitation mark appearing on her forehead, Lucy shook her fist angrily at the idea, "...Yeah, well he'll just have to keep dreaming!..." The blonde proclaimed standing up in the water, hot liquid streaming down her curvy thicc frame as the other girls stared at her, quite a bit becoming trapped in the deep valley of her cleavage when she folded her arms over her huge melons, "...There is no way in hell I am letting _any_ man see me naked, let alone cop a feel!..." The hero of Fairy Tail who even despite her final victory against the Dragon King was often known for her amazing rack just as when she had first joined the guild. Standing there gritting her teeth, a streak of red quickly spread across her cheeks when she saw the other girls giggling at her.

"... _Sure_...so I guess all those times you've given Natsu an eyeful was just our imagination?..." Erza stated with a smirk, the redhead standing a few feet away from the blushing blonde bombshell while Wendy could only give her big sis a knowing look. It was common knowledge just how often the boy had seen Lucy in compromising positions, and that wasn't counting the near misses. "...Then there's been all the times I _know_ he saw those huge breasts you're _still_ trying to hide..." She snickered, Lucy at this point staring wide eyed at her friend, the pure embarrassment of what she was telling everyone making her want to cover up even more somehow, the girl tightening her grip on her overflowing boobs even while all it did was cause more and more supple flesh to spill over the sides of her arms, "...And if _Happy_ is to be believed he's played with them a few times as well...Right? Something about testing them out when you gave him a _full frontal_ view back at the capital?..."

The priceless look on Lucy's face only getting more and more dramatic by the second, it seemed as if she just might pop when Wendy piped up, the younger girl's appearance in the conversation lifting her spirits, "...And I wasn't there, but didn't you once say Master patted your butt as punishment for an S class mission?..." Before just as quickly smashing the blonde's prayers back down again. Of course, somehow no matter what was going on and who was the topic of discussion, for whatever the reason whenever the girls of Fairy Tail bathed together talk always seemed to gravitate back to her most embarrassing experiences.

Blushing up a storm while the others looked on with a mix of smiles and teasing looks, Lucy tried to pull herself together, one would think that by now she'd be used to all the attention her body got even from other straight girls, "...Well...he _might_ have...and...Natsu..." Squeezing her eyes shut for a moment she clenched her heavy breasts even tighter, a cute pink nipple popping out above one of her hands the more she pressed her soft melons together, the perky flesh wobbling around over the tops of her arms, "...Okay...my best friend has seen me naked...a lot..." Her blonde bangs falling over her eyes, she grit her teeth, the embarrassment Lucy was feeling admitting this to all the other girls making her knees shake, though she probably should have been paying attention to her surroundings more than a _bit_ better, "...And yeah...Natsu...Natsu's felt my bare boobs se...several ti-times..."

The blonde beginning to shake at the sounds of even more giggling now being joined by several gasps, she barely had enough time to look up from where her bangs had been obscuring her brown eyes when suddenly she let out a loud squeal at the sensation of a pair of strong hands slipping beneath her arms, "...Awww, that's too bad, Lucy..." The knight appearing out of seemingly no where behind her, Erza easily pried the blonde's weaker arms away from her bountiful chest, unleashing Lucy's heavy pair of H cups boobies back out into the open for all the other girls to see as they bounced and jiggled around, "...Because I think you wouldn't have to go on any more dangerous jobs if _more_ than Natsu could see what we are right now..." Smirking as she leaned over the blonde's shoulder, the look on Lucy's face one of pure mortified shock as her eye twitched a little in panic, her full bare body on full display for her friends to see without anything to everything she tried so hard to keep hidden, "...Just think about it, Mira flashes guys every month in Sorcerer's Weekly...and that's just if you wore a bikini like her..."

A small huff of indignation coming from across the room, Mirajane didn't say anything, but she didn't appreciate the implication that she was exposing her body for money or worse… The model was still a virgin after all and if she hadn't had any fun yet, then she sure didn't like being told she had. Erza wasn't done yet though, the redhead leaning in to whisper into Lucy's ear, the other girls did their best to still hear what she was saying to her, "... _Imagine_ if you decided to go _topless_ for one shoot..." She smirked, the older, taller girl gently snaking her arms around her paler blonde companion, in a flash she suddenly scooped up both of Lucy's huge thirty four H cup boobies in her hands, the soft, bouncy flesh jiggling around in her hands as she did her best to cup them against each other, "...With how many guys fantasize about these enormous... _jaw dropping_ breasts of yours, it would sell out in minutes..." Holding back a giggle of her own at the absolutely horrified look of embarrassment etched into Lucy's face as she teased her, Erza hefted the blonde's big jiggly tits up and down, "...Every man in Fiore would pay _anything_ to see the famous _Lucy Heartfilia's_ huge jiggly boobs on the front page..."

Gently beginning to mold the celestial wizard's heavenly endowments around in circles, easily compressing Lucy's heavy globes of flesh against each other, Erza slid her hands along her slippery melons, caressing every part of them, from the round swelling of their undersides, to the hardening pink nipples at their centers… "...I don't know why you're still doubting me...these huge breasts of yours are bigger than mine _or_ Mira's..." Continuing to roll Lucy's big tits around in ever widening circles, the tips of her fingers staying on her sensitive pink peaks as she shifted the rest of her large white mounds in her palms, at least half of the girl's soft boob flesh spilling out of her hands despite the firm grip she held on the slippery globes, "...You would be a _great_ model...or should I say...a _bustier_ model than Mirajane..."

The knight shooting her bikini model rival a biting look as she let loose that barbed comment about her, Mirajane just stood there glaring back at her, the indignant look on her face at being implied to be less of a model just because of her cup size making her want to lose it. Though as annoyed as she was over Erza rubbing Lucy's boobs' popularity in her face, as the blonde had to Natsu on many embarrassing occasions, no one was more humiliated than the hapless blonde, "...HEY! I DON'T WANT TO MODEL TOPLESS, OKAY!? AND I GET IT! I HAVE AMAZING BOOBS! NOW WOULD YOU HURRY UP AND STOP GROPING ME—KIIIIIYAAAAAHHHH!" Lucy turning her head around to yell at the redhead still feeling her up, she suddenly collapsed against her, an even brighter blush on her face as Erza focused her attention on rolling those tiny pink pebbles on her big white marshmallows around, only to slowly push them into the surrounding boob flesh.

Her namesake scarlet red hair breezing behind her as she looked out from where she was behind the blonde, Erza looked around the room over the shoulder of the squirming girl now slumping back against her own chest, her firm G cups knockers squishing up against Lucy's back while she continued to knead the blonde's huge boobies around and around, her face almost clueless as to what she was doing to her, "...Hmmm I don't know, Lucy...I really think you could do it..." The redhead's brown eyes falling on the other girls sitting in the bath around them, she had a thought, "...What do you all think? I'm pretty sure even if she was fat Lucy would still beat Mirajane with these..." Said bikini model giving her an even more demonic glare at that remark than the one before it, Lucy couldn't even look at her friends at this point, only small sighs and gasps exiting her thin pink lips while Erza ran her hands all over her heavy breasts, feeling up every inch of her most feminine endowments, the trophies all her male guild mates dreamed of fucking at night now the bouncy playtoys of Erza Scarlet for the time being.

Kinana doing her best to look away from the display though, she was just too embarrassed to look, not just because of how red the blonde's face seemed to be getting, but the way Erza was groping and kneading her… Manhandling Lucy's almost intimidatingly big marshmallows like she owned them...it made the bar maiden think all too much about just how vulnerable being so well-endowed was...and what that possibly meant for her. Another high pitched 'eep' coming from the blonde, she was too red faced even to look, the rough movement of the knight's calloused hand sliding up along the face of one white breast before sinking her fingers into her soft bouncy flesh making her quiver. Mashing the heavy globes up before letting them go so that they could flop down across her chest with a jiggling bounce, Erza almost seemed to be _enjoying_ messing with the naked blonde. Wendy continuing to stare at her big sister's embarrassing show though, and as much as it was somewhat hard to watch, she just couldn't find any words to help her.

The mind-bendingly erotic peep show of the most desired breasts in all of Fiore being groped and kneaded like two slippery water balloons going unnoticed back in the dark living room, instead all the focus was on the soft mewls streaming from Brandish's own embarrassed lips, "...Ahhh...Ahhh..Ahhhh...Don't...not...not...there...ahhhh!..." Panting in between her own desperate attempts to tell the ancient pervert between her legs to stop, even still...her body wasn't fighting him _nearly_ as hard anymore… The moody greenette's pale white thighs now spread wide open as she sat ramrod straight in the recliner, her hands were still gripping his head...though now they were only stopping him from moving away, "...That...I told you... _Old...Man..._ " Gasping for breath as she felt his long slippery tongue wriggling in between her silky pink folds, each time his muscle lapped up along the sensitive flesh of her pussy she would flinch back in her seat.

"...This...You're not supposed to touch me...down...down...there—aaaahhhhahhahhhh!" Gritting her teeth together just to keep herself from screaming herself to to death, as much as she hated what was happening she didn't want him to stop! "...No...I...I said you're not allowed near my...my...Ooooooohhhhh!..." Her green hair splaying out across the back of the chair when she fell back as Makarov at long last thrust his abnormally long tongue deep into her tight pink sex, "...Oh!...Oh!...Oh!...Get...off!...You...dirty...Old...Man!..." The strength entirely leaving her arms now, Brandish was helpless against the constant pleasure of his tongue sliding in and out of her soaked sex, "...You...you'll...pay for this...I _told you_ I don't want you to...to...to..." The sensations of Makarov's fuzzy mustache tickling her soft outer lips making her suddenly shut up for once, all she could do was let out one small moan after another as the old pervert licked all around the inside of her pussy. Slithering as deep into her slippery tunnel as he could, he grinned as whenever he pressed his tongue along a certain small section, the greenette seemed to jolt in her seat,

Brandish's long pale legs stretching out further and further the more he lapped away at her defenseless womanhood, she could feel herself getting closer and closer to the edge of orgasm with each passing lick, "...No...No...Old...Man...Don't...Don't..." Pangs of pleasure pulsing through her curvy bottomless body the more she felt his warm breath soaking into her bare pussy, she knew what he was about to do...she knew it! "...Don't...Old Man...Don't you dare think about—LICKING ME THEREEEEE!" Thrusting his long tongue in and out of her quivering pale white pussy faster and faster, each time honing in on where she seemed to be most sensitive deep within her wondrous body...it was with one sudden thrust that Makarov pressed the tip of his tongue into her G-spot as hard as he could!

The sound of Brandish's squeals of pleasure being heard several blocks down the road, in that one mind blowing moment the Master had conquered his Mistress with just his tongue along! Her young, nubile body springing back in the recliner, Makarov was right behind her! Keeping his head buried between two soft feminine thighs he kept on running his tongue all over her convulsing pussy as she reached her orgasm! White outer lips spreading open along with her pink inner pair, all Brandish could do was squeal until she ran out of air as Makarov kept his lips clamped down around her sopping wet sex! Licking and slurping up every last drop of her sweet feminine nectar, it was the force of his old face _pressing_ into her pleasure-stricken womanhood that finally pushed her all the way back in the chair. Brandish's long legs flailing outward, they accidentally kicked the remote lacrima, sending the crystal down into the floor where it exploded in a small flash of broken glass. Several shards shooting passed the pair, they were luckily left without a scratch...that is accept for the rope binding Makarov's hands behind his back...

The camera spying on the flock of naked wizard girls shutting off for good now, without even once letting its owner take in the pleasures which its installation had promised. Thankfully, or in Lucy's case 'unfortunately' Meredy seemed perfectly able to speak up as the girls watched Erza grope the extremely self-conscious blonde. The pinkette's eyes following every supple shift of milky white skin the more Erza cupped Lucy's huge melons in her hands, giving them a shake before pressing them together, never once releasing her fingers' grip on her tiny rock hard nipples, "...Heh...I think you're _kinda_ right, Erza...but not really..." The others watching as she stood up out of the water, with several footsteps the Fairy friend strode across the bath, soon standing in front of the blushing exposed blonde, "...I mean...Miss Big Tits has got some _spectacular_ _jugs_...but..." Sliding one hand underneath Erza's, Lucy's eyes suddenly popped open as she rubbed her open palm all over Lucy's bare boob, the most heavenly soft flesh she'd ever felt shifting beneath her touch even while overflowing from her hand, the celestial's hard nipple getting harder as Meredy flicked a finger over it when she paused, a conflicted look on her face while she looked between Mira and Lucy's naked body.

Her eyes at last falling back down again, she gave up, "...Okay...hahaha! These things are even better than they looked! Haha!...They're awesome!..." Rubbing the back of her head with her other hand, Meredy at long last pried her eyes away from the full frontal show in front of her to look at Mira and the others, though her hand still seemed to stay where it was, juggling Heartfilia flesh around however it could, the soft jiggling against her fingernails making her look back every now and then, "...But Mirajane's smaller body makes her proportions stand out better than yours, Erza or..." Swallowing a little more at the sensation of Lucy's soft breast squishing around in her hand the more she wiggled it around, she looked back at the model.

"...Lucy and...these...these... _wow!_ How are they _this_ soft, Lucy?!..." Meredy said with more than a little admiration as well as disbelief as she felt up the now thoroughly defeated blonde, "...I'd still say _all_ of you occupy the fantasies of Fiore's men most of all...if you ask me that is..." The others all looking down at themselves as they thought over what the pinkette had just said, in that moment Meredy leaned into the blonde a little, her fingers twiddling around that one pink nubbin while she gave the blonde's H cup one final loving squeeze, "...And between you and me, Blondie...I've been touching myself to _these_ puppies ever since I saw you bouncing out of your top on Tenrou Island..."

The blonde at long last looking up through her bangs of light golden hair with eyes the size of dinner plates, her cheeks couldn't possibly get any redder at that last teasing confession. In face, Lucy didn't know whether to be relieved when she felt that foreign hand leave her bosom, or that much more embarrassed at the realization that a bi girl had been staring at her naked...and what's more...for the last few seconds had been coping a feel! _'Why does_ _everything_ _embarrassing always happen to meeeee!?...'_ Lucy whined in her head, her thoughts ended by one more gasp as Erza at long last released her other boob, the celestial babe wasting no time in darting for the exit while she still had the chance to escape before somehow something even more embarrassing happened to her! _'...No matter what! Every single time I always end up the one embarrassed!_ _E_ _ven when everyone else is naked_ _too_ _, I'M the one that gets felt up!...'_ Bypassing Mirajane as she almost flew out the door, finally the others seemed to wake up to what Meredy had said about them.

Meredy looking around at all the clueless faces, she simply stood there, not a care in the world that she was nude in front of all of them as she put her hands out to her sides before slowly shaking her head, "...Yeah, all of you look amazing...just in different ways..." She smiled, the pink haired girl turning to Erza first of all while the small patch of neatly groomed fur above her slit that she kept to prove she actually had pink hair, dripped with moisture, "...For example, Erza doesn't have the kind of soft bouncy curves that Mirajane has, but she is still curvy, and her firm, toned body is sexy and fit at the same time..." Seeing the small proud look appearing on the knight's face, she continued on, turning her attention to Mirajane, "...Yeah! And the same goes for Mira, she is skinny, but her body is pretty soft, her hips and breasts are all nice and round, so it doesn't matter if she doesn't show off much tone..."

Quite enjoying just how happy she was making everyone, even Mirajane turning that demonic glare she'd been wearing the whole time in the bathes thus far into a happy grin, she continued on, looking at Kinana, "...Heh, and who says a girl can't have big hips and be sexy?..." Remembering the purplenette before she sunk into the bath, Meredy recalled how wide her hips were, she wasn't overweight or close, but her proportions were still larger than most despite in good shape, "...Kinana, your tits are huge and I _know_ that there isn't a single guy at the guild who thinks you should hide behind that long skirt just because you're not quite as thin as the others; you've got killer curves!..." The pixie haired maiden at long last rising up out of the water some, it was very humble, but still she was smiling about herself, something that despite years of being an absolute knockout Kinana had never done before.

Meredy feeling even better now than even the other girls were at her compliments, there was only two more to go. The pinkette turning her body to look at Wendy now, the late bloomer of the guild if there ever was one, still the bluenette failed to disappoint, "...And you, Wendy..." She smiled down at her, not at all caring about how awkward it was for the eighteen year old to look up at her along her bare body to meet her gaze, "...I can tell you're not happy with your curves, but don't worry about it..." Giving the younger girl a wink she pushed up one of her own breasts for comparison, showing off just how much her body had improved over time, "...You may be on the petite side, but don't think for a second guys don't see what you're rockin'!..." Shooting a glance over at the discarded tube top Wendy had stripped off earlier, she giggled a little, "...Remember telling us about how grown up Edo Wendy was?… Well now you're practically _bursting_ out of a copy of her clothes!..."

A mess of wet blue hair gently nodding back at her, a bright wide smile beaming on Wendy's face as she did, that was it, only the last girl left to compliment, _'...Although if I_ _really_ _need to say anything to boost_ _her_ _spirits I think I'd have to_ _downplay_ _her body a bit...'_ Giggling to herself at the thought of just how self-conscious about her spectacular body Lucy was, she paused, the pinkette scanning the entire room, but somehow not finding any trace of their signature busty blonde, "...Hey...wait a second...where did Lucy go?..." All the other girls looking up from where they had been contemplating the nice things Meredy had been saying to them, they now noticed it too. The blonde had only just been standing in the middle of all of them, they had all just thought she might have ducked down or something, but...she was gone.

 **Hallway Outside Girls' Bathes:**

"Not again! I am SO tired of ending up in embarrassing situations I may just have to only wear armor from now on!..." The blonde's long light golden hair flowing behind her as she dashed through the changing area in the entrance way to the girls' side of the bathes, she didn't realize she'd made a wrong turn, instead of going into the girls' bathroom on the left outside it in the hall, she went right… "...I've ended up naked on stage, though at least Erza covered me up before anyone got an eyeful...and losing my clothes to that damn dragon..." Blushing beet red at the mere memory of that experience, the darkness hiding her nudity from her friends at least, it didn't save her from when she banged into Natsu, the pair of them all over each other in the bell and then… "...Agh! As if he _needed_ to do that! If Natsu sees me naked one more time I think I'm going to...going...to..."

Turning the corner as she talked herself through some of the most humiliating experiences of her life, it was only when she heard the sound of something hitting the floor in front of her that she stopped to look up. Her beautiful blonde hair sticking out just as her eyes shrunk to the size of pinpricks, the Heartfilia girl's face burned with embarrassment when she came face to face with...Natsu. The boy having just come out of the guys' half of the bathes, he was frozen, his jaw literally having dropped to the ground at the sight of her. Freezing there, her arms out at either side of her body, her huge thirty four H cup boobies gave one last merry jiggle as she came to a screeching halt in front of him, as naked as a jaybird.

Everything that made her a girl was on display, and boy was she a girl! Lucy's naked body from her soft blonde hair and those enormous natural breasts every man dreamed of seeing, all the way down to the smooth hairless sex at the apex of her thicc thighs was completely and totally exposed to that lucky...lucky dragon slayer, "...Hey...Luce...wow...you...you _really_ like showing me your boobs, huh?..." Natsu said, the guy starting to drool while he once again updated what Lucy looked like naked in his head, another addition to his priceless library of naked Lucy, "...Your big...heh... _really_ big...bouncy...boobies..." That lucky fire wizard starting to warm up even more at seeing the girl naked, the heat seemed to be rising faster in one place more than others. The heat of the young man's arousal building hotter and hotter, slowly the middle of his towel started to rise up in a tent, before suddenly the small white cloth around his waist unraveled...

Lucy's eyes following that rogue towel as it pooled around the boy's feet, she then slowly looked back up at where it had been. An elephant's trumpet ringing in her head when she saw the nine inch cock between his legs pointing straight up at her as hard as a metal rod. Lucy staring for just a few moments at it, unable to stop herself from looking at how _impressive_ it was. That was just for a moment though, suddenly everything seeming to hit her at once, realizing where she was, how she was, and who she was standing in front of, Lucy Heartfilia suddenly jumped up with a high pitched squeal!

"...KYYYYYYYAAAAAAA!" Her huge boobs bouncing all over the place with her erratic movements, the blonde quickly wrapped her arms back around her body, her over sized melons squishing out up and under her arms the more she tried to conceal them, creating no end of jiggling soft boob flesh as she unintentionally groped herself in front of the obviously turned on boy. The expression on Natsu's face one that was never changing, he just stood there staring...at the wonderful sight that was Lucy giving him a full frontal eyeful no man could ever _dream_ of getting.

Turning and running back where she had come from as fast as she could, all that was left from where she was standing was a cloud of dust and a lucky, lucky man with a trail of blood leaking down his nose… And that _wonderful_ realization...that they had _grown_ since the defeat of the Dragon King. Lucy at long last making it back into the girls' bathes again, she figured even getting felt up by other girls was better than giving her best friend another eyeful. Her curvy thicc figure scrambling to get back into the bathes while the other girls watched with confusion, finally she was safe. Her blonde hair sinking back into the water as she sat beside Wendy, that was when she heard a giggle, Lucy turning to her grinning little sister with a blush as she said, "...Natsu saw you naked again, right?..." Her face instantly sinking in embarrassment, the blonde slowly sunk back into the water again as the others laughed. She needed that bath now more than ever...though at this point she knew one thing for certain...if she ever _tried_ to model again...that topless issue was going to happen whether she wanted it to or not…

Back at the great manor of the Master of Fairy Tail, and truly, the conqueror of women who's sexiness could not even contained in the number ten, Makarov...was finally back on his throne, "So?...Uuugh...Is... _this..._ good...enough... _Mistress_?..." The many curtained off windows of the living room becoming clouded in a deep layer of fog from the steam emanating from the sex going on inside, so too were the broken lacrima pieces scattered all over the floor, "... _Well?..._ Your _Master_ asked you a question...Brandish..." Makarov teased, letting out a grunt of his own as he once more buried his rock hard cock into the greenette's tight pink folds. Pulling out until just the tip of his mushroom cap was still inside her, he thrust all the way in again, spreading her poor fragile pussy all the way open and making her squeal as loud as she could.

"Eeeeeaaaahhhh...Yes...YES! It's...it's...Uh...Uuuuuuuh!..." Brandish's tongue falling out the side of her mouth when the pace of her moans outstretched her ability to speak, the haughty babe could only lie there on her back, those huge boobs of hers bouncing up and down in her spotted bikini top while he fucked her silly, "...I... _told you_ I...don't like a disgusting _Old Man_ like you touching my body—EAAAAHHHH!" Makarov pounding away into her, each hard thrust of his wide manhood forcing her hips to buck against his own, taking as much of him inside of her as possible, at the same time the rough pace of their movements causing her heavy melons to jiggle more and more in her skimpy little top, "...HOW DARE YOU, YOU FUCKING OLD MAN!..." Brandish suddenly screeched down at him as before she even realized what was happening Makarov reached up with one hand, before as swiftly as a knife through butter he unclasped her bikini top, her enormous G cups bouncing out before her very eyes! "...I TOLD YOU, YOU WERE DONE STRIPPING ME!..."

The skilled master simply chuckling as he grinned down at her, watching with a smug sense of victory at the humiliated look on the furious girl's face as with the clasp undone, the sheer weight of her natural G cup boobies bouncing up and down caused them to explode out from her bikini top. Two round, globes of mouth-water feminine fat bouncing all over the place in front of both of their watchful eyes, Makarov smirked down at her, "...Who said _I_ stripped you?...The way it looks to me _you_ made them pop out yourself..." Only relishing even more the look of pure, mortified anger coursing through the greenette's features, she simply looked far too hot when she was mad to keep from rubbing it in, "...With breasts as big as _yours_ are you should have seen it coming wearing such a...mhmmm... _skimpy_ bikini for a top..." The look of anger in her eyes seemingly catching fire as a pair of burning emeralds from hell, Brandish was just about to yell at him again when suddenly the old man yanked her bikini top off the rest of the way! Her burning eyes only shrinking in rage as each jiggling boob was groped by an old calloused hand, "...But if it makes you feel any better, I can't wait to play with these melons of yours all...day...long..."

Brandish jolting up against the back of the recliner as she laid there on her back, the old pervert pumping his massive cock in and out of her poor pussy rougher and rougher by the second, she didn't know what mad her angrier...the fact that he was doing this to her _again_ or that she loved it so much! "...You...you _stupid_... _fucking...Old...Man..._ " Brandish panted, feeling his pace slowing up while he started to shift his attention to the huge pair of breasts that were now thoroughly on show for his hungry gaze, "...If you do what you're...you're _thinking_ of doing...I swear I'll...I'll..." Makarov squeezing his fingers into each of her enormous thirty four G cup knockers until the hardened pink nipple at the top of each was pressing out ready to be kissed, he leaned in, stopping right before his tongue pressed down against the defenseless bud.

Watching her every breath causing her round jugs to wobble even more, Makarov replied, "...And if I _don't?..."_ The old master smirking down at her, enjoying the complete and total dominance he had over the feisty greenette, his eyes still ravishing her body as they ran up and down it even while he was speaking with her, "...What will you do for me?..." Keeping both of Brandish's perky breasts within easy reach of his long, flexible tongue should he decide to make out with those two jumbo cupcakes at any moment, "... _Why_ would give up the chance to have fun with my helpless Mistress' big boobies?..." He asked teasingly, but as he waited for a reply, it wasn't until the girl opened her mouth that his eyes widened. Leaving her bountiful bosom to lean in even closer to her lips, his ear mere inches from them when suddenly he froze...his blood running cold as she spoke.

"...Because you'd rather have fun with _Lucy's huge boobies_ instead...And only _I_ know the spell that can let you see them..." The room going completely still for several moments, Brandish was just about take her offer back when suddenly Makarov slammed his lips into hers, the old man shoving his tongue right down the uppity babe's throat as he thrust his cock inside of her one last time! And as spurt after hot, sticky spurt of the virile old pervert's cum shot into Brandish's heated sex, coating every inch of her youthful pussy in white hot male spunk...she heard his answer…

 **A/N: I wonder what answer Makarov gave? It's a good thing he nor any other guy in Fairy Tail has shown any interest in the bouncy blonde cutie, otherwise Lucy might be in trouble? Though I might be wrong; who knows. Thank you again for all of your patience in waiting for me to get back into the game, it seems like every time I get going again I knock myself out again somehow. As I said before this chapter like the others was by commission though with fairly loose guidelines as far as the plot elements go. Originally it was only the fan service scenes in the bathes, but the five thousand words of edits yesterday was how I crafted it into a full plot chapter, or at least what I count as plot. I am still LOVING writing Brandish with her angry and proud attitude to being stuck with the old pervert as long as she is, plus getting to detail Makarov's fun with that spectacular body of hers doesn't hurt either!**

 **The next chapter of this story will be another girl and another full lemon. I am trying to organize things well since this whole story so far has been by commission, though not extremely stringently. Meaning depending on what is commissioned chapters vary with some being possible to put in different places and making them fit, which I think I've done well with so far. That being said though the main point of this story is pretty obvious. Makarov getting lucky as hell with the sexiest fairy girls in all of Fiore! So there will never be more than a MAX of one chapter in between lemon chapters. This chapter being one of those since it wasn't solely Makarov conquering a new lady such as the original Brandish chapter or Erza chapter was.**

 **To be perfectly honest I was not sure about how I felt accepting the commissions for this story in the first place starting with Yukino. With an exception or two I had only written couples of the same age having this kind of fun. To my amazement this story has been a BLAST to write given the different elements that come with first the pervert of the series getting lucky and second an older guy getting lucky with the buxom young ladies. It's nice to change things up every now and then and I am very happy with how the chapters have come out so far. However, chapter 7 HAS to be one of my very best lemons I have EVER written. Even without any edits so far it is the longest chapter of this story and on a level of steaminess that very few of my previous lemons I've done from any series has reached. We'll see if any of you agree, but even with becoming accustomed to writing sexy things chapter 7 STILL blows my mind!**

 **Now for the next poll! It will be up now if not shortly, I am just trying to think of something to put up there since I woke up late and am only JUST getting this author's note written before posting this chapter. But anyway, thank you all again for reading my stories and I can't wait to see what you think in a REVIEW! Seeya next time!**


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